Oklahoma! (1956 film poster).jpg
Theatrical release poster
Directed byFred Zinnemann
Produced byArthur Hornblow Jr.
Written bySonya Levien
William Ludwig
Based onOklahoma!
by Lynn Riggs
Oscar Hammerstein II
StarringGordon MacRae
Gloria Grahame
Gene Nelson
Charlotte Greenwood
Rod Steiger
Eddie Albert
James Whitmore
Shirley Jones
Music byRichard Rodgers
CinematographyRobert Surtees
Floyd Crosby
Edited byGeorge Boemler
Gene Ruggiero
Distributed byMagna Theatre Corporation (70mm)
RKO Radio Pictures (35mm)
Release date
  • October 11, 1955 (1955-10-11) (Rivoli Theatre)[1]
Running time
145 minutes
CountryUnited States
Budget$6.8 million
Box office$7.1 million (est. US/ Canada rentals)[2]

Oklahoma! is a 1955 American musical film based on the 1943 musical of the same name by Richard Rodgers and Oscar Hammerstein II, starring Gordon MacRae, Shirley Jones (in her film debut), Rod Steiger, Charlotte Greenwood, Gloria Grahame, Gene Nelson, James Whitmore, and Eddie Albert. The production was the only musical directed by Fred Zinnemann.[3] Oklahoma! was the first feature film photographed in the Todd-AO 70 mm widescreen process (and was simultaneously filmed in CinemaScope 35mm).

Set in Oklahoma Territory, it tells the story of farm girl Laurey Williams (Jones) and her courtship by two rival suitors, cowboy Curly McLain (MacRae) and the sinister and frightening farmhand Jud Fry (Steiger). A secondary romance concerns Laurey's friend, Ado Annie (Grahame), and cowboy Will Parker (Nelson), who also has an unwilling rival. A background theme is the territory's aspiration for Statehood, and the local conflict between cattlemen and farmers.

The film received a rave review from The New York Times,[4] and was voted a "New York Times Critics Pick".[5] In 2007, Oklahoma! was selected for preservation in the United States National Film Registry by the Library of Congress as being "culturally, historically, or aesthetically significant".[6][7]


Good-natured cowboy Curly McLain admires the beautiful morning while riding his horse to the farm of Laurey Williams, his secret love, and her aunt, Aunt Eller. At the farm he invites Laurey to a box social being held that night to raise money for a new schoolhouse. Frustrated that he waited so long to ask her, Laurey refuses his invitation. Curly tempts her by describing the surrey he plans to drive her in, then tells her he made the story up to get back at her for refusing him. Laurey gets her own revenge by agreeing to go with their menacing field hand, Jud Fry.

Cowboy Will Parker arrives by train from a trip to Kansas City and seeks out his sweetheart, Ado Annie, who, in will’s absence, has become smitten with itinerant peddler Ali Hakim. Will tells Annie that he has earned the $50 her father, a farmer who does not like cowboys, told him he had to earn before he would allow him to marry Annie, but he spent it all on presents for her. Annie tries to resist Will, but eventually gives in, leaving her torn between Will and Ali.

The townspeople gather at Aunt Eller’s farm to refresh themselves before the box social. Will makes his $50 back by selling his presents to Ali Hakim, who pays Will more than each gift is worth to get Annie back together with Will. Gertie, a flirtatious woman with a loud, annoying laugh, flirts with Curly and upsets Laurey, despite her promises to not let his games bother her, and Curly flirts back to make Laurey jealous. Curly asks Laurey again if she will go to the social with him, but Laurey, fearful of Jud, refuses again. Curly angrily confronts Jud in the smokehouse, leading to each man to fire their gun. Curly stalks off and Jud again threatens Laurey if she changes her mind. Uncertain what to do, Laurey uses a bottle of smelling salts she bought earlier from Ali, hoping to find her answer in a dream. She dreams that she marries Curly, but Jud eventually kills him.

As Jud drives Laurey to the box social, he tells her he is in love with her and tries to kiss her. She whips the horses, causing them to bolt. Once Jud gets them under control, Laurey leaves Jud behind and drives to the social alone.

At the social, despite the host's encouraging everyone to get along, Ado Annie’s father, a farmer, belittles the cowboys, causing a fight to break out which Aunt Eller breaks up. When the auction of ladies’ picnic hampers begins, Ali Hakim deliberately outbids Will to get Annie to forget her feelings for him and so Will can keep the $50 he needs to marry Annie. Curly and Jud get into a bidding war over Laurie’s hamper. Curly sells his saddle, horse, and gun to raise enough money to beat Jud’s highest bid and win. Laurey fires Jud after he confronts her and Jud sneers that she will never be rid of him. When Laurey tells Curly what happened, he offers to stay the night at their farm for protection, then goes further and proposes marriage, which Laurey accepts. Meanwhile, Will tells Ado Annie she must stop flirting with other men, despite not being willing to stop flirting with other women. Ali Hakim tells Annie she is better off marrying Will and then resumes his travels.

Weeks later, Curly and Laurey are married. After the ceremony, Jud appears and tries to kill Curly, but Curly kills Jud in self-defense. The townspeople hold an impromptu trial in Aunt Eller’s kitchen where Curly is found not guilty. He and Laurey leave for their honeymoon, admiring the beautiful morning.


Interest in a film version of Oklahoma! dates as far back as 1943, when the musical first opened on Broadway. United Artists, Columbia Pictures, 20th Century Fox, and MGM were among the many Hollywood studios interested in the project.[8] Ultimately, the film rights were bought by the Magna Theatre Corporation, a company founded by George Skouras, Joseph Schenck, and Michael Todd for a record $1,000,000.[9] Magna was initially founded in order to develop a new widescreen process Todd created, called "Todd-AO",[10] and ended up financing the film independently after a deal with Fox fell through.[8] Including the cost of developing the new process, Magna invested $11 million in the film.[11]

Although the film was initially to have been shot on location in the title state, the producers opted to shoot elsewhere, apparently because the oil wells would be a distraction for exterior scenes.[8] Location shooting was done mostly in Nogales, Arizona.[8][12] The corn field in the opening number as well as the reprise song, "Surrey With the Fringe On Top" was shot at the historic Canoa Ranch in Green Valley, Arizona. The train station used in the "Kansas City" routine was located in Elgin, Arizona.[8] Sound stage and backlot sequences were filmed at MGM Studios in Culver City, California.[3][12]

Oklahoma! was the first production photographed in Todd-AO. The original specification for Todd-AO involved running at 30 frames per second which made it impossible to produce 35mm (which ran at 24 fps) reduction prints from the Todd-AO negative. Therefore, it was simultaneously shot in the more established CinemaScope 35 mm format to allow presentation in theaters lacking 70 mm equipment. Hence, there are actually two different versions of the film comprising different takes.[3][12] Director Zinnemann mentioned that shooting the film in both formats was a "precautionary measure", as the (converted ca. 1930s Fearless Superfilm 65mm) Todd-AO camera was still being tested during production.[8]

The many actors who tried out for the role of Curly included James Dean and Paul Newman.[13] According to TCM, Dean "made a sensational [screen] test with Rod Steiger in the 'Poor Jud Is Dead' number", but as his voice wasn't strong enough, Gordon MacRae was cast in the main role.[14] Steiger remarked that Dean "hadn't quite got his technique together. At the time of his death, he was working too much on instinct. He'd be brilliant in one scene and then blow the next".[15] He observed that Dean was a "nice kid absorbed by his own ego, so much so that it was destroying him", which he thinks led to his death. Dean reportedly gave him his prized copy of Ernest Hemingway’s book Death in the Afternoon, and had underlined every occurrence of the word "death".[16] Joanne Woodward was offered the role of Laurey,[17] which went to Shirley Jones (who had previously performed in a stage production of Oklahoma![8]). Eli Wallach and Ernest Borgnine[18] were considered for the role of Jud before Rod Steiger was cast.

Robert Russell Bennett expanded his Broadway orchestrations, Jay Blackton conducted, and Agnes de Mille again choreographed.[8] Costume designer Orry-Kelly was hired to oversee the costumes for the film with Ann Roth as his assistant.

From stage to screen

Rodgers and Hammerstein personally oversaw the film to prevent the studio from making changes of the kind that were then typical of stage-to-film musical adaptations—such as putting in new songs by different composers. They also maintained artistic control over the film versions of several of their other stage musicals.

The film Oklahoma! followed the original stage version extremely closely, more so than any other Rodgers and Hammerstein stage-to-film adaptation. However, it did divide the very long (more than 45 minutes) first scene into several shorter scenes, changing the locations of several of the songs in the process.

  • Rather than beginning offstage, "Oh, What a Beautiful Mornin'" was now sung as Curly (Gordon MacRae) rode his horse from the now-seen cornfield "as high as an elephant's eye" to Aunt Eller's farm.
  • "Kansas City" was sung and danced at the local train station where Aunt Eller (Charlotte Greenwood) and other cowboys meet Will Parker (Gene Nelson), who has just returned from that city. Also, a few lyrics in the song, about a burlesque stripteaser, had to undergo minor changes to pass film censorship.[3] In the original Broadway musical, the character of Will Parker sings:
I could swear that she was padded from her shoulder to her heel.
But later in the second act when she began to peel,
She proved that everything she had was absolutely real!
For the film, these were changed to:
But then she started dancing and her dancing made me feel
That every single thing she had was absolutely real![3]
  • "I Can't Say No" was sung by Ado Annie (Gloria Grahame) at a lakeside where Laurey has been swimming.
  • '"Many a New Day" was sung and danced in Laurey's (Shirley Jones) bedroom, as the women, stopping over at the farmhouse on their way to the Skidmore ranch, change their clothes for the upcoming box social that evening.

In a nod to Green Grow the Lilacs, which was the basis of Oklahoma!, Jud attempts to get revenge on Curly and Laurey by burning a haystack they stand on after the wedding, rather than simply attacking Curly with a knife, as in the stage version of the musical. As Curly and Laurey stand atop the burning haystack, Jud pulls a knife and taunts Curly. The couple jumps down, with Curly landing on Jud and inadvertently causing him to fall on his own knife.

The film omitted very little from the stage production, cutting only two songs (Ali Hakim's "It's a Scandal, It's a Outrage" and Jud's "Lonely Room"),[8] and thus ran two-and-a-half hours, much longer than most other screen musicals of the time. It was the first of the huge roadshow musical films that would eventually overrun Hollywood in the 1960s.