When you think of Austria, the impending Nazi takeover, and nuns, what comes to mind? The Sound of Music, obviously, one of the highest-grossing movies of all time and a perennial TV favorite in the years before home video took over. But why has the cheery musical about a governess, seven kids, and a crusty Navy captain endured for so long? Let's make play-clothes out of the curtains and investigate.

The Praise

Nominated for 10 Academy Awards, The Sound of Music won five of them, including Best Picture, director, and editing. Though it wasn't a hit with critics, it earned $158 million at the box office -- $1.1 billion at today's ticket prices -- making it the highest-grossing film in history up to that point. (It held the title until it was replaced by, of all things, The Exorcist.) Adjusting for inflation, it's still the third bestseller in history, behind only Gone with the Wind and Star Wars. It placed 55th on the American Film Institute's 1998 list of the 100 best films ever made, and moved up to 40th on the 2007 revised list. It's also No. 4 on the AFI's list of musicals, 27th for love stories, and 41st for inspiring movies. Furthermore, it is your mom's favorite movie.

The Context

Between 1943 and 1959, composer Richard Rodgers and lyricist Oscar Hammerstein II wrote 11 musicals, nearly all of which were not just hits but HUGE hits. Starting with Oklahoma!, they established a new kind of American musical, one with a sophisticated script and dramatic goals rather than just a series of songs connected by a loose plot, which had previously been the norm. They basically invented what we now think of when we hear "musical theater."

Their last collaboration was The Sound of Music, which opened on Broadway in November 1959. It was still running nine months later, when Hammerstein died of cancer, and ran for another three years after that -- 1,443 performances in all, the fourth-longest musical run in Broadway history up to that point. (Two of the other three were other Rodgers and Hammerstein shows.) The original cast recording sold three million copies.

There was never any doubt that The Sound of Music would be made into a movie. R&H collaborations Oklahoma!, Carousel, The King and I, South Pacific, and Flower Drum Song had already been adapted for the big screen between 1955 and 1961, most of them to great popular success, as had other contemporary Broadway heavy-hitters like Guys and Dolls (1955), Damn Yankees (1958), and West Side Story (1961). Movie musicals weren't as numerous as they'd been in the '30s and '40s, when the trend had been to write them directly for the screen rather than adapt Broadway shows, but they continued to be important.

For the movie version of The Sound of Music, execs at 20th Century Fox first approached Robert Wise (1914-2005), a reliable and chameleonic filmmaker who'd worked in multiple genres and had won an Oscar for directing West Side Story. But Wise wasn't interested. He found the material "too saccharine" (he was not alone), and he was trying to get a production of The Sand Pebbles off the ground anyway. Fox turned to William Wyler (Roman Holiday, Ben-Hur), who took the job but didn't think he was a good fit.

Having seen Julie Andrews on Broadway in My Fair Lady, Wyler thought she'd be perfect to play Maria in The Sound of Music. Andrews, spurned for the big-screen adaptation of My Fair Lady in favor Audrey Hepburn, was shooting Mary Poppins, where Wyler visited her on the set, watched her work, and signed her up to play Maria. The two roles have obvious similarities: outspoken nannies who use music and imagination to bring joy to strict households where the children are neglected by their cold fathers. Mary Poppins was to be Andrews' big-screen debut. You have to wonder whether she'd have accepted so similar a role back-to-back with that one if she'd already been established in Hollywood. (Then again, she might have had an affinity for Rodgers and Hammerstein: she'd starred in their 1957 made-for-TV version of Cinderella.)

Wyler continued to work on preproduction for the film, meeting the real Maria von Trapp and traveling to Austria to scout shooting locations. But he didn't have any passion for it; it was just a job to him. When the opportunity arose to direct The Collector, a suspense film that piqued his interest more, he left The Sound of Music. By this time, Robert Wise had determined that it would be at least another year before he could make his Sand Pebbles, so he took the Sound of Music gig to kill time and placate Fox. He wound up winning the Oscar for best director -- defeating, among others, William Wyler for The Collector.

The Sound of Music opened on March 2, 1965, and was instantly a smash. The stage musical it was based on was huge, it had been directed by the man who made West Side Story, it had two new songs by Richard Rodgers (writing the lyrics himself after the death of Hammerstein), it came out just seven months after the monster hit Mary Poppins had made Julie Andrews a movie star -- how could it possibly have failed?

Good thing everyone ignored the critics, who mostly panned it for being too much like the stage version, which they also hadn't liked. (Theater critics in general considered it the weakest of the Rodgers and Hammerstein collaborations.) Time magazine wrote of the movie: "Though director Robert Wise has made capital of the show's virtues, he can do little to disguise its faults. In dialogue, song and story, Music still contains too much sugar, too little spice." Bosley Crowther, writing for the New York Times, started his review in no uncertain terms: "The fact that The Sound of Music ran for three and a half years on Broadway, despite the perceptible weakness of its quaintly old-fashioned book, was plainly sufficient assurance for the producer-director Robert Wise to assume that what made it popular in the theater would make it equally popular on the screen." He went on to praise Andrews but rip pretty much everyone else: "The adults are fairly horrendous, especially Christopher Plummer as Captain Von Trapp." Pauline Kael called it "the sugar-coated lie that people seem to want to eat."

Kael was right about that, though: people did want to eat it. This was family-friendly comfort food, upbeat and pleasantly old-fashioned at a time when movies were juuuust starting to get edgier. Who's Afraid of Virginia Woolf? was a hit the next year, followed soon by game-changers like The Graduate and Bonnie and Clyde. Many of the seismic events that would come to symbolize the 1960s hadn't happened yet, but some had: the ground was definitely rumbling. American culture was changing. Whether people consciously realized it or not, The Sound of Music represented one of their last opportunities to enjoy classic Hollywood moviemaking before it took its next evolutionary step.

The Movie

A headstrong young nun named Maria (Julie Andrews) is assigned to serve as governess to the seven children of a widowed Navy officer (Christopher Plummer) in Salzburg, Austria, on the eve of Nazi Germany's annexation of that country. Maria brings music and happiness to the household for the first time since the children's mother died. (Note: The ancient evil sorcery that caused the hills to be alive with the sound of music is not addressed.)

What It Influenced

Twentieth Century Fox, which had lost a shload of money on Cleopatra (1963), was rescued by The Sound of Music. That's the good news. The bad news is that the film's success inspired Fox to keep trying to make old-fashioned musicals despite the changing tastes of the moviegoing public. Doctor Dolittle (1967) was a notorious flop; Hello, Dolly! (1969) was only marginally more successful. Musicals fizzled out, both in terms of profits and prestige. Where the genre had once been represented almost every year at the Oscars, such acclaim came to be the exception rather than the rule.

What's the Big Deal?

There had been many wholesome, charming, family-friendly musical films before The Sound of Music, and there have been some (though not as many) since then. In retrospect, though, The Sound of Music is a dividing line between Old Hollywood and New Hollywood. The nostalgia many people feel for it isn't just for the film, but for the fact that it was one of the last of its kind, a symbol of a bygone era.

Further reading: Here's a great article summarizing the film's lasting cultural impact, written on the occasion of its 40th anniversary. And here's the original New York Times review. It's worth noting that while this was a pan, the film eventually came to be included in the Times' list of the 1,000 best movies ever made.