UPA again, and this time as creative chief! Bosustow beckoned and I was beamed to the Big Apple, the city of my youthful dreams. "If you can make it there…" etc. And I made it. Here are the vital statistics of that Golden Age studio.

Clearly, the lure of UPA again had me dazzled. I took another chance. By 1951 UPA had achieved a tremendous artistic and critical - if not financial - success. Tee Hee had replaced me as Bobe Cannon's designer, and together they had come up with one great film after another, exploring new graphic and story-telling ideas. Bill Hurtz had designed Gerald McBoing Boing and directed James Thurber's story, "The Unicorn in The Garden." Hub had launched Mister Magoo, and had directed the landmark classic, "Rooty Toot Toot." UPA was now BigTime.

Within two years, UPA had come back to me. Steve Bosustow had decided to open a branch in New York, 3,000 miles closer to Madison Avenue, to be able to latch on to the blooming market of television commercials. He flew to see me in Detroit, and made me the offer that indicated I was no longer an apprentice. I was so thrilled to be called back to the fold, and to be sent to New York, that I agreed to back off from my so recently acquired director status, and to start as production designer in the founding cadre of UPA-NY. Here was the opening team:

We came in with a hail of publicity, and were expected to lure the Madison Avenue bucks on the basis of the UPA name, which by now had sparkles shooting off it in all directions. We opened with a very nice bang.

There may have been a reason why Steve sent Abe to New York that I didn't know about, my having been off in the Detroit outlands for two years. But from the very beginning, Steve began to undermine Abe's position. It was uncomfortable, to say the least. Steve began to criticize everything Abe did, and after only a few months he was out. Steve named me Creative Director, and of course, I didn't fight it. I enjoyed a real blossoming.

Ted Bethune, the background painter, was a Canadian, and wanted to go home. That presented us with our first crisis, and I got on the phone several times with Steve, imploring him to send me a replacement. Orders were coming in, and we didn't have a background artist. As my desperation mounted, Steve put his hand over the mouthpiece, but I could still hear him ask someone, "Can you paint backgrounds?"

"Uh-oh," I thought. "What are we going to get?" Shortly, a handsome 20-year-old with bright black eyes showed up. He painted the worst backgrounds I had seen up to that time. "What else can you do?" I asked plaintively. I could not throw back a fellow Steve sent me.

"I have this reel I animated when I was 18," he said. I led him into the projection room with no real hope. The animation was sensational. Here was a natural born animator! He became my star. He was Duane Crowther.

I solved the background and design problem by getting permission to call in Cliff Roberts and Fred Crippen from Detroit. I began to have a group of talented people around me that made me look very good. Here is how our staff developed, with the inevitable departures and arrivals:

Barbara Baldwin, ink & paint supervisor
Howard Beckerman, assistant animator
Bill Bernal, sales and story collaboration
Peter Cooper, camera
Hedy Cramer, secretary/receptionist
Ed Cullen, business manager
Fred Crippen, animator and designer
Duane Crowther, animator
Tisa David, assistant animator
Gene Deitch, creative director
Ken Drake, production manager
Marvin Friedman, design and layout
Steve Frankfort, designer
Lu (Lucifer) Guarnier, animator
Wardell Gaynor, cameraman
Jack Goodford, designer, director
Chris Ishii, designer, director
Edna Jacobs, inker/painter, (and studio sex-object)
Irwin La Pointe, incredibly eager and efficient production assistant
Don McCormick, studio manager (orig. asst. animator)
Grim Natwick, animator
Cliff Roberts, designer
Pat Ward, ink & paint supervisor
Bard Wiggenhorn, animator

Even George Dunning worked with us for a while before taking off for London.

My sincere apologies to any I have forgotten, and my great thanks to Marvin Friedman, whose sharp memory reminded me of some on the above list. He even remembers my garish plaid shirts, and the exact way I hired him. (The dummy asked for the minimum wage!) He didn't mention my daring and ridiculous attempt to raise a beard. It just wasn't done in those days, and nearly cost me some clients!

Marvin also remembers the surprise visit to our studio of Ernie Kovacs, the great conceptual genius of early comedy television. We had a large UPA logo in our window facing 5th Avenue, that attracted Kovacs' attention, and he was waving at us. Marvin signaled him to come up, and he did, giving one and all a great kick.

Meeting and working with the great Grim Natwick was a revelation. I had been previously unaware of his existence, and was charmed by his laconic manner and amazing stories. Just now, after the recession in 2001, I'm reminded of something Grim Natwick told me when I first got to know him at UPA-New York in 1951. He said, "In the early 30s I was making really good money in animation, and I didn't even know there was a Depression on until my family began writing me and asking for money!" Of course. During the Depression of the 1930s people's only escape from the grim reality was going to the movies. Times were bad, but animators had work!

We UPA-New Yorkers quickly became the darlings of the Madison Avenue ad agencies, and created some of the early classic TV commercials.

We did the first commercials ever with Saul Steinberg, working with him personally. I was dazzled at the chance to visit my cartoon idol in his wondrous clock and rocking-chair filled apartment. The spots were for Jell-O Instant Pudding, of all things, but they won me my first New York Art Director's Club Gold Medal.

Our biggest commercial success was in the long series of "Bert & Harry Piel" beer spots. The beer was dreadful, but the commercials boosted its sales phenomenally. (When Piel's finally switched to another ad campaign, the company quickly collapsed!) The characters and dialog were actually created by Young & Rubicam writer, Ed Graham, and were voiced by the phenomenal Bob Elliot and Ray Goulding, Bob & Ray, but my design and direction of the series won me my second NY Art Directors' Club Gold Medal and a lot of career points. The most hilarious fall-out was from the original name of the series, "Harry & Bert." A woman viewer wrote a scathing letter to the Piel's Beer company, castigating them in a fierce diatribe for their "fascist advertising campaign about 'Aryan Bert!'" The company flipped out, and were demanding we immediately cancel the series, until we saved the situation and our hides by simply reversing the order of the names to "Bert & Harry." (Two of my Bert & Harry model drawings are in Chapter 8, "Make Luck Happen.")

Producing the first animated version of the NBC color peacock, in those days long before any sort of digital enhancement, we tried every which way to achieve the required maximum color brilliance on film. I went shopping in a theatrical supply house and got some color gels of the kind used over Broadway stage lights. Using the bottom lights of our Acme animation stand, normally for shooting pencil tests, and working with our experienced photographer cameraman, Wardell Gaynor, we achieved a stained glass window effect, which did the trick. There was no easy computer coloring in those days! The animated NBC peacock, only 5 seconds long, was probably the most run TV shot of all. It was shown at the beginning of every color broadcast for years. "The following program is brought to you in living color!" I assigned an unknown but brilliant young composer, Irwin "Bud" Bazelon to write the NBC color musical theme. The royalties made Bud a rich man and a lifelong friend.

Then we did the original opening titles for Alistair Cook's landmark Omnibus show, and we had to devise in-camera tricks to get the drama needed for that. The Omnibus opening won me my third New York Art Directors Club Gold Medal.

I am especially proud of two of my UPA-NY films, produced in 1952-3, both now obscure to the point of invisibility. One was a custom made 2-reeler for The American Heart Association, called "Pump Trouble." My good friend, writer Bill Bernal, the same who first brought me to UPA in Hollywood, helped me with the story, for which we cribbed some ideas from "Citizen Kane." Cliff Roberts did the design, and Grim Natwick and Duane Crowther were the animators. As it was to be my first longer film project, and a chance to show my stuff, I went all out to get just the right people onto the project. Through a talent agency we sent out a call for the best voice actors in New York, and soon our waiting room was full of voice men and women. The most unlikely looking was a young stand up comic and illusionist who was then doing nearly all the voices on the Howdy Doody show. That already put him down in my estimation. But I gave him a chance. After going over the story with him, I asked which of the eight characters he though he could do. He then tried one after the other, including the women parts. He was Allen Swift, and he actually performed all eight voices. After hearing him, I sent all of he other applicants home. Allen not only did all of the voices for "Pump Trouble," but for countless other of my films over the years, and became my closest personal friend. I am happy to say he still is. Incidentally, the only voice on the Howdy Doody show that Allen did not do was that of Howdy himself. "Buffalo Bob" Smith said no one could do Howdy but himself. But Smith had a heart attack, and there was no Howdy voice for the next day's show! Allen took a recording home of Smith's highly personalized Howdy Doody voice, and studied it over night. He went on as Howdy in the next show, and continued to do it, along with all the other voices, for a year while Bob Smith was convalescing. No viewer ever noticed the difference!

Dynamic music was created for "Pump Trouble," by the then blazing Spanish composer, Carlos Surinach, who later performed it as a concert piece. The film was a big success for the Heart folks and for me at that time. I probably have the only surviving 16mm print, which I keep on a heart-lung machine.

From the Allen Swift connection, the Kagran Corporation, producers of the phenomenally successful NBC "Howdy Doody Show," gave us an assignment to do a test film about Howdy. It was a chance to do my first purely entertainment cartoon. My best buddy Bill Bernal and I worked up a story we called, "Howdy Doody and His Magic Hat." It was designed by Cliff Roberts, and animated, (paper cut-out style), by Duane Crowther. We reveled in the opportunity; while at the same time did everything possible to make our film look as different as possible from what we all considered to be a grotesquely ugly puppet and an unspeakably cornball kid show. Cliff, Duane, and I gleefully subverted it and went all out to make it a true UPA film. Kagran accepted the result coolly, but we were proud of it, and I still am, though I haven't seen it in years. (My later producer Bill Snyder lost my only print.) I will recount the storyline here from distant memory, in the slim hope that one of you might have a clue as to where a copy could be obtained.

A gaudy cowboy, wearing a bejeweled 10-gallon white hat is riding a bucking bronco. Howdy is watching with admiration. If he only had that hat, he could ride a bronco too. Suddenly a gust of wind blows the hat off the cowboy's head. Howdy chases after it. The hat swirls off into a deep forest. It lands on a dejected eagle's head, and instantly, the eagle is transformed into our national symbol. Then the hat blows off again and lands on a sleepy lion's head, and he is transformed into a heraldic icon. Etc. The hat finally lands on Howdy's head, and he is now full of confidence. He rides the bronco, but again the wind blows away the hat. Can he do it without the Magic Hat? He does it.

The film surfaced once on UPA's pioneering color TV serial, The Boing-Boing Show, and then sank from sight forever. I would give hugs and kisses, and a good deal more substantial to anyone who could come up with a print of that one, my first entertainment cartoon! In 30 years of trying, I have been unable to track it down.

It is devastating to me, as I write this, that Bill Bernal, Grim Natwick, Bud Bazelon, Duane Crowther, Cliff Roberts, and others are gone. All of them did so much to make me look good.

Our TV commercials were the first ever shown at the New York Museum of Modern Art. I suppose that "MOMA" show was our greatest moment - actually a month-long-moment. It was in 1954 when the museum, just down the block from our Fifth Avenue and 53rd Street studio, presented the month-long series of screenings of our films. Steve of course showed up for the opening, and gave me a glorious introduction. So all was splendid.

Introducing each daily screening was a kinescope film of the nationwide CBS-TV show, "Let's Take a Trip," which was a visit to our UPA-NY studio. I was the "guide" on the show that featured Sonny Fox and two tykes name Pud & Ginger. That "kinnie" is another lost film I would love to see again. (MOMA has staged shows of my films twice more, the latest was in 1996, titled "A Tribute to Gene Deitch and Rembrandt Films," but of course the one in 1954 was the one that put us on the map.)

We rode high in New York, but yet slid the financial slopes. Steve continuously siphoned our TV commercial profits to support the artistic efforts of the Hollywood studio, and we were entirely dependent on UPA-Hollywood for our rent and pay checks. We had to lock ourselves in the office every payday, hoping to God we'd receive the checks before the staff would beat the door down. What we did receive were almost daily pep-talks from Steve on the flexible Dictaphone belts which came in the mail. No e-mail in those days either, but we got lots of vocal advice from Steve on those belts!

Fred Crippen, who was brought in by Cliff, was a fabulously funny guy on paper, but had a difficult time expressing himself verbally. When he got excited about something, he became almost inarticulate. During one of the many frustrating long-distance phone calls to Steve Bosustow, Fred became increasingly agitated, flailing toward the telephone, blurting out syllables, and wanting me to let him get in his two-cents worth. It was so hilarious, that I attempted to jot down Fred's half of the exchange as closely as possible:

"Look, Steve... I mean you gotta....there's a... I mean, Man, how much?.... When are we?... Look, this place.... All of us.... I mean, we're all... It's gotta... Christ, Man... you know... Christ!....

Oh shit!" He hung up, still heatedly cursing under his breath. "I guess I told him!" he said.

Somehow, we survived. Of course, no one outside the studio knew anything except of our roaring success. We were at the corner of 53rd and Fifth, with a Fifth Avenue address. (The building went down a few years later, supplanted by the shiny 666 5th Avenue Building.)

The UPA idyll came to an end under the pressure of Senator Joe McCarthy. I had survived at JHO, but John Hubley was squeezed out of the Burbank studio. Steve did little to save him. In the studio I idolized, originally built on Left-wing camaraderie, there was less honor than at the JHO temple of the Right. I was depressed. My illusions about UPA faded. Hub went on to set up Storyboard, Inc. When my idol took me out to lunch and invited me to join him, I felt it was my greatest moment. He who had so easily let me go to "try my own wings," in 1949, was now calling me back to his nest in 1954. So I left UPA once again, this time for good. But six months later the dream was shattered again. Hub really didn't let me do anything. He did everything himself. I got the feeling that he had hired me away from UPA just to get revenge against Steve Bosustow, who he felt had fed him to the red-baiting wolves.

But there was no going back. I took up an offer from Robert Lawrence, who ran a large all around commercial studio in New York. It was good money, but it wasn't UPA. Then, after only a few weeks, the biggest door of all opened for me, and through it walked a man named Newt Schwin. He was sent by CBS television to find me and make the offer I could not refuse!