Hal Roach and Walt Disney were good friends, and it paid off for Roach in this picture. Roach asked to borrow the tune "Who's Afraid of the Big Bad Wolf?" from a Disney cartoon of the previous year, and Disney obliged.
The filming turned into a symphony of cast injuries. Stan Laurel fell off a platform and tore ligaments in his right leg. Henry Brandon was injured in a bar fight at the Brass Rail. Assistant director Gordon Douglas slid 15 feet from the top of the Old Woman's Shoe and tore ligaments in his left leg. Kewpie Morgan's part as Old King Cole called for him to laugh continuously - after two days, he ruptured muscles in his stomach. Oliver Hardy entered St. Vincent's Hospital to have his tonsils removed the day after filming wrapped, and Hal Roach developed appendicitis.
The six minutes formerly missing from the film have been restored and the complete and uncut original version can be seen on Turner Classic Movies, beginning with the original 1934 Production Code Seal, and the MGM/NRA (National Recovery Act) logo; the other restorations include the song "Go To Sleep," and a beautifully photographed sequence in the underground caves.
Hal Roach signed Henry Brandon to play Barnaby after seeing him play the evil old Lawyer Cribbs in the long-running Los Angeles stage melodrama "The Drunkard". Roach wasn't aware that Brandon was only twenty-one years old at the time, and demanded to know where the old man was when Brandon appeared at his office. Heavy makeup made Brandon credible as the old Barnaby, a role he repeated in the Our Gang short Our Gang Follies of 1938 (1937).
Due to a missing copyright notice on older reissue prints bearing the title "March of the Wooden Soldiers," the film was widely perceived to have been in the public domain, and has been distributed by many home video companies over the decades. However, as it turned out, the original prints did have such notice, and film's copyright was renewed properly in 1962, making the perception invalid.
Henry Brandon was only 21 when he was cast as the decrepit old villain Silas Barnaby, and the filmmakers took advantage of his youth to make the character more flamboyantly physical. This included a vigorous fight scene with Tom-Tom (played by Felix Knight), culminating with Barnaby taking a 15-foot tumble off a rock ledge to the ground below. After "Babes in Toyland" became a hit Brandon was criticized by several old Hollywood character actors, who thought it was unfair that the role went to someone so young. He recalled, "I didn't have the courage to tell them that the part would have killed them - because they ran me ragged! An old man couldn't have played it!"
The stop-motion animation for the "March of the Wooden Soldiers" scene was created by special-effects director Roy Seawright and cinematographer Art Lloyd. They used 100 wooden toy soldiers, each standing one-foot high, which had to be meticulously posed and shot frame by frame. Only one of the toy soldiers seen in this sequence is known to survive, in a damaged state (its feet are missing). It is owned by Laurel & Hardy historian Randy Skretvedt, who occasionally loans it out for museum exhibits.
An extra named John Wood sued Stan Laurel and his stunt double, Ham Kinsey, claiming back injuries after Laurel and Kinsey threw him in the ducking pond on the set. The lawsuit specified $40,500 in damages, but was settled out-of-court.
According to Henry Brandon, the original ending had Ollie Dee and Stannie Dum stuffing Barnaby into a cannon and shooting it off; a final shot using cut-out animation would show the bits and pieces of his body spelling out "THE END". The producers rejected this idea as too grotesque, so a different ending was filmed in which the cannon flips over and fires a load of darts into Ollie's backside. The fate of Barnaby - last seen trapped inside a house made of children's blocks - is left unresolved.
Filmed almost entirely inside sound stages at Hal Roach Studios in Culver City, California. The only "outdoor" scenes are when the Bogeymen cross the river to invade Toyland, which were filmed at the water tank (essentially a big swimming pool) on the Roach back lot. An exterior set was built along three sides of the tank, with the rocky Bogeyland on one end and the gates of Toyland on the other. These scenes were shot at night (as dictated by the story) and with diffusion filters to give them an artificial look consistent with the stage-bound settings of the rest of the film. Stock footage of crocodiles was inserted to give the impression that the water was teeming with carnivorous reptiles.
When Ollie tells Stan that he can do anything Stan can do, Stan pauses a second, shakes his head, and says, "Uh-uh". He then does the finger trick he performed the previous year in "The Devil's Brother". Since he couldn't do it in that picture either, Ollie's "camera look" is a nod to the former film, in addition to this one.