Behind the Scenes of Disney’s 1951 Alice in Wonderland: How Live-Action Helped Bring the Mad World to Life

U I Team
Apr 10, 2017
5 min read

In the golden age of animation, before CGI and digital tools changed the game, artists had to rely on ingenuity, pencils, and a whole lot of reference footage. And when it came to adapting Lewis Carroll’s whimsical tale Alice’s Adventures in Wonderland, Walt Disney’s animators pulled out all the stops. While the final film dazzled audiences with its vibrant, surreal imagery, what most viewers never saw was the peculiar live-action process happening behind the scenes — a kind of shadow performance that guided the animators’ hands.

Yes, in the making of Alice in Wonderland (1951), real-life actors, including a teenage Kathryn Beaumont, the ever-animated Ed Wynn, and the rubber-faced Jerry Colonna, performed their roles in costume and on makeshift sets, all captured on film. These performances weren’t for release — they were tools, reference footage used by animators to bring a sense of physicality, timing, and emotion to characters drawn by hand.

Let’s step through the looking glass and see how Disney brought this classic to life, with a little help from some very animated humans.

A woman in black and white photo and animated character, both wearing white aprons over dresses. The character is in a colorful forest. — This is Kathryn Beaumont. She was 11 years old when she was chosen to play Alice. She later voiced the roles of both Wendy in 'Peter Pan' and Anita in '101 Dalmatians'.

A Wonderland Years in the Making

Walt Disney had considered an Alice in Wonderland adaptation as far back as the 1930s. In fact, the idea predates Snow White. His early plans even included a live-action/animated hybrid starring Mary Pickford as Alice. But with World War II delaying projects and earlier concepts proving too sombre or surreal, it wasn’t until the late 1940s that a viable version started to take shape.

Man in a top hat and bow tie sits at a long table with teapots and cups, smiling animatedly. Dark background, vintage vibe.

By the time production began in earnest, the studio decided to go fully animated — but with a twist. To capture the lively absurdity of Carroll’s world, animators would need help from live-action reference footage. This was no rotoscoping (a technique where animators trace over live-action film); Disney animators used these scenes to study movement, expressions, and timing, blending realism with the elasticity of cartoon logic.

On the left, an animated girl in a blue dress stands on a colorful, mystical surface. On the right, a girl balances on a stool in a studio.

Kathryn Beaumont: The Face (and Voice) of Alice

At just ten years old, British-born Kathryn Beaumont had already captured Walt Disney’s attention with her work on On an Island with You (1948). Her prim accent and intelligent delivery made her the perfect fit for Alice. But Beaumont did more than lend her voice — she performed Alice.

Two sepia photos of a girl on a rig, puppet-like movements directed by men. Below, two cartoon images of the same girl in blue dress.

For months, she acted out entire scenes in a soundstage, wearing a blue dress, interacting with invisible characters, and reacting to props on wires or held by crew members. The footage was filmed from multiple angles and became a visual bible for animators. From the way she tilted her head to express curiosity to how she flinched when the Queen of Hearts shouted, Kathryn’s live-action movements gave Alice a grounding amidst the chaos.

A girl in a dress holds a teapot at a table set for tea. The setting is black and white with studio lights in the background.

She later provided the voice for Wendy in Peter Pan (1953), making her one of the key figures in Disney’s early animated canon. But her work on Alice in Wonderland remains a standout — not just for her voice but for the unseen physicality she brought to the role.

The Mad Hatter’s Mad Model: Ed Wynn

Ed Wynn was already a vaudeville and radio star when he was cast as the Mad Hatter. His high-pitched voice and manic comic energy were a natural match for Carroll’s delightfully unhinged character. What made Wynn’s contribution so vital wasn’t just his vocal performance, but the animated antics he acted out on set.

Left: Animated character in a blue dress does a headstand in a whimsical room. Right: Vintage photo of a woman upside down on a chair.

Clad in an oversized green suit and hat, he performed entire tea party scenes opposite Jerry Colonna’s March Hare. These sessions weren’t for promotional reels — they were painstakingly shot so the animators could capture his wild gesticulations, comedic timing, and ever-changing facial expressions.

Wynn’s physical performance gave the Hatter his unmistakable bounce and odd rhythms. In fact, animators reportedly used his expressions almost verbatim in the final animation, copying his over-the-top eye-rolls, spontaneous twirls, and his signature flustered energy. It was one of the earliest examples of a character performance crossing the line between live and animated acting.

On the left, an animated girl in a blue dress stands in a whimsical forest. On the right, a woman in a dress balances boxes on a stage.

Jerry Colonna as the March Hare: Moustache and Mayhem

Jerry Colonna — known for his bug-eyed expressions and explosive voice, brought pure chaos to the role of the March Hare. In live-action sessions, he stood in wild poses, bugged out his eyes, and shook his head like he was being electrocuted. He was the perfect foil to Wynn’s Hatter, slightly more unhinged, slightly less aware of social norms.

Like Wynn, Colonna was filmed on set, gesturing with teacups and arguing with invisible dormice. Animators exaggerated his performance for the final version, but the bones of it — his exaggerated leaps, twitchy hands, and expressive moustache twitches — came directly from those filmed sessions.

Four sketches of a girl with a bow, in various poses, on a grayscale background. She appears thoughtful and curious. No visible text.

The chemistry between Colonna and Wynn in these sessions helped animators build the manic energy that defines the tea party sequence. It’s no coincidence that this is one of the most iconic and enduring scenes in the entire film.

A Very Visual Wonderland

Disney’s decision to use live-action reference wasn’t new — they’d done it before on Snow White and Pinocchio. But Alice in Wonderland was different in scale and tone. The animators weren’t just looking for realism — they needed eccentricity, energy, and elasticity. The live-action helped to anchor the more surreal visual designs from artists like Mary Blair, whose abstract concept art shaped the film’s vibrant palette and off-kilter layouts.

A large person in a long gown with a cane faces a young girl in a dress. They appear to be performing on a stage, set against a dark backdrop.

Blair’s work was a significant departure from earlier, softer Disney styles. Her bold colours and flat, geometric backgrounds gave the film its distinctive look — a visual Wonderland that refused to behave.

Meanwhile, animators blended Blair’s modernist influence with the expressive, performance-driven animation that live reference footage allowed. The result? A film that, while initially met with mixed reviews, became a cult classic — praised for its style, eccentricity, and enduring weirdness.

Two women in period dresses stand on a wooden stage set. Shadows are cast on a plain background, creating a dramatic mood. Text: "A-SPEC-87."

Many of these behind-the-scenes reels remained hidden from the public eye until later home releases and archival documentaries. Today, they offer a fascinating glimpse into the hybrid artistry of mid-century Disney animation.

They remind us that while Alice in Wonderland may seem like a purely fantastical film, its foundations were built in a soundstage, with real people throwing teacups, playing croquet with invisible flamingos, and arguing with non-existent queens.

Girl sitting in a transparent cylinder on a tilted platform, man adjusting it. Black and white, stage setting, shadows cast on floor.

It’s a testament to the dedication of performers like Beaumont, Wynn, and Colonna — who brought their characters to life not just with voices, but with their whole bodies. And to the animators, who translated those performances into one of the most delightfully unhinged films Disney ever made.

Split image: Left, a man and girl having tea in black and white. Right, cartoon Alice and rabbit having tea in a colorful setting.

Two performers in medieval costumes, one in a king's robe and the other in a flowing gown, act dramatically on stage; black and white photo.

Young girl in mid-air, wearing a vintage dress, with a surprised expression. She jumps on a shadowed stage in a dramatic, energetic pose.

Person in a costume sits on a large bed prop, facing a person on a smaller prop. Dramatic shadows and lights create a theatrical mood.

Girl in a dress looks upwards with hands near mouth, appearing to shout. Background is a translucent dome. Black and white image with retro feel.

An animated girl crouches beside a surprised girl in a similar dress sitting on a seesaw. The scene is split into animation and live-action.

A woman runs across a stage with a surprised expression, holding papers. A staircase is in the background. Black and white, dramatic setting.

Animated mad hatter gesturing energetically at a colorful table. A sepia-toned character mimics him in the lush green background.

Three people walk in line on stage: two men with spear props and a girl in a dress. The set is theatrical, with a dark backdrop.

Sources

Walt Disney Archives
The Art and Flair of Mary Blair by John Canemaker
The Making of Disney’s Alice in Wonderland (Bonus material from Blu-ray release)
Walt Disney Family Museum: www.waltdisney.org
Disney Animation: The Illusion of Life by Frank Thomas & Ollie Johnston