
"The Race That Sleeps Through The Finish Line!"
Lightning the horse is renowned as the fastest racer around and the clear favorite to win the prestigious Ups and Downs steeplechase. His determined jockey arrives at the track ready for the big race, only to discover that Lightning has decided to take an impromptu nap instead of preparing to compete. The frantic jockey attempts every method imaginable to awaken the slumbering steed, from gentle prodding to elaborate schemes, but Lightning remains stubbornly asleep. In a moment of desperate inspiration, the jockey devises an ingenious plan to somehow enter and compete in the crucial race despite his equine partner's refusal to wake up. The resulting race becomes a chaotic comedy of errors as the sleeping horse somehow manages to participate in the steeplechase.

Produced as part of Paramount's Noveltoons series, this animated short was created during the golden age of theatrical cartoons. The film utilized the traditional cel animation process with hand-painted backgrounds and character animation. The production team included several of Famous Studios' most talented animators who had previously worked at Fleischer Studios. The character designs reflect the distinctive style that Famous Studios developed in the late 1940s, characterized by rounded forms and exaggerated expressions. The animation was completed on a tight production schedule typical of theatrical shorts of the era, requiring the team to produce approximately 6-7 minutes of finished animation per week.
Produced in 1950, 'Ups an' Downs Derby' emerged during the golden age of American animation when theatrical shorts were a staple of cinema programming. This period saw intense competition between major studios including Disney, Warner Bros., MGM, and Paramount's Famous Studios. The early 1950s also marked the beginning of television's rise, which would eventually threaten the theatrical short market. The post-war era was characterized by economic prosperity in America, and family entertainment like animated shorts flourished. Hollywood was also dealing with the McCarthy era and the Hollywood Blacklist, though this primarily affected live-action rather than animation. The animation industry itself was evolving, with studios experimenting with new techniques while maintaining the traditional hand-drawn methods that had proven successful. This cartoon represents the tail end of the theatrical short's dominance before television would permanently alter the animation landscape.
While not as culturally iconic as some contemporary cartoons featuring characters like Bugs Bunny or Tom and Jerry, 'Ups an' Downs Derby' represents the typical output of Hollywood's golden age of theatrical animation. The film exemplifies the gag-driven, physically comedic style that characterized American animation of the period, prioritizing visual humor and slapstick over narrative depth. Its preservation and continued availability serve as important documentation of mid-20th century animation techniques and storytelling approaches. The cartoon reflects American cultural values of the era, including the emphasis on competition, sportsmanship (even when comically undermined), and the underdog spirit. As part of the Noveltoons series, it contributed to the broader landscape of children's entertainment that would eventually evolve into Saturday morning television programming. The film also represents the work ethic and artistic standards of theatrical animation, where even 7-minute shorts received substantial production resources and attention to detail.
The production of 'Ups an' Downs Derby' took place during a transitional period for Famous Studios, as they were establishing their distinct identity separate from their Fleisher Studios origins. Seymour Kneitel, who had risen through the ranks from animator to director, brought his experience with Popeye and Superman cartoons to this project. The animation team worked in the Famous Studios facility located at 1600 Broadway in New York City, where they employed approximately 100 artists and technicians. The story development process involved multiple writers and storyboard artists collaborating to perfect the timing of the gags, particularly the challenge of making a sleeping horse funny and engaging. The voice recording sessions were typically completed in a single day, with actors performing multiple characters. The musical score was composed by Winston Sharples, Famous Studios' resident composer, who created original music for over 700 cartoons during his career.
The visual style of 'Ups an' Downs Derby' employs the traditional cel animation techniques perfected by Hollywood studios in the 1940s. The cinematography utilizes multiplane camera effects to create depth in key scenes, particularly during the race sequences. The color palette features the vibrant, saturated hues characteristic of Technicolor animation of the period, with careful attention to color theory in character and background design. The animation employs squash and stretch techniques for comic effect, especially in the jockey's exaggerated movements and expressions. The camera work includes dynamic angles during the racing sequences, using pans and tracking shots to convey speed and motion. The visual storytelling relies heavily on visual gags and physical comedy, with minimal dialogue driving the narrative forward.
While 'Ups an' Downs Derby' did not introduce groundbreaking technical innovations, it represents the polished state of traditional animation techniques in 1950. The film demonstrates effective use of the multiplane camera system to create depth and dimension in the racing sequences. The animation team employed sophisticated timing techniques to ensure the physical comedy landed effectively, particularly in scenes involving the sleeping horse. The color process utilized three-strip Technicolor, providing rich, saturated hues that were state-of-the-art for theatrical animation. The sound recording and mixing techniques of the era allowed for clear dialogue and well-balanced music and effects. The film also showcases the efficient production methods developed by Hollywood studios during this period, allowing for the creation of high-quality animation on relatively tight schedules.
The musical score for 'Ups an' Downs Derby' was composed by Winston Sharples, the prolific composer who created music for hundreds of Famous Studios productions. The soundtrack features original orchestral compositions typical of the era's cartoon scoring, incorporating upbeat, jazzy themes during comedic moments and more dramatic, racing-themed motifs during the steeplechase sequences. The music synchronizes closely with the on-screen action, following the Mickey Mousing technique where musical accents match character movements. Sound effects were created using traditional methods including foley work and optical recording, with particular attention to the sounds of hooves, crowd reactions, and the various objects used in attempts to wake the sleeping horse. The voice work, while uncredited in the original release, likely featured regular Famous Studios voice talent including Jackson Beck and Mae Questel.
Wake up, Lightning! The race is about to start!
A sleeping horse in a race? This has never been done before!
I'll find a way to win this race, even if I have to carry you myself!
Contemporary critical reception for theatrical shorts like 'Ups an' Downs Derby' was minimal, as these films were not typically reviewed by major publications. Trade publications like Variety and The Hollywood Reporter occasionally mentioned notable shorts in their coverage of theatrical releases. Modern animation historians and critics have recognized the film as a competent example of Famous Studios' output, noting its solid animation quality and effective gag structure. The cartoon is generally regarded as representative of the studio's work during this period, though not among their most innovative or memorable productions. Animation enthusiasts appreciate the film for its historical value and as an example of the theatrical short format that dominated American animation before television's rise.
Original audience reception in 1950 would have been positive but unremarkable, as theatrical shorts were expected entertainment rather than the main attraction. Theater audiences typically enjoyed these cartoons as appetizers before feature films, and the straightforward humor and visual gags would have been well-received by general audiences of all ages. Modern audiences encountering the film through television broadcasts or home video releases generally find it charming but dated, with the simple plot and physical comedy reflecting the entertainment standards of its era. Animation collectors and enthusiasts show particular interest in the film as an example of Famous Studios' work and the broader landscape of 1950s American animation.
The film is preserved in the Paramount Pictures library and has survived in good quality. 35mm original nitrate and acetate prints exist in various film archives, including the Library of Congress and the UCLA Film & Television Archive. The cartoon has been digitally restored for modern home video releases and television broadcasts. While not as widely available as more famous cartoons from the era, it can be found in various public domain collections and specialty animation compilations. The original Technicolor elements have been well-maintained, allowing for high-quality preservation transfers.