underscore and orchestrations. The character of Ursula Mossbank has been said to be inspired by actress Tallulah Bankhead. Differences from novel and 1939 film Terence Rattigan's screenplay is a major departure from the simple plot of Hilton's novella. The time frame of the original story was advanced by several decades, now starting in the 1920s, continuing through the Second World War, and ending in the late 1960s. Also, it does not show Chipping's first arrival at the Brookfield School, but starts with him already an established member of the teaching staff. Additionally, the character of Katherine Bridges has been transformed into a music hall soubrette. In the earlier 1939 film, as in the novel, Katherine dies in childbirth, after a much shorter marriage. Music Music and lyrics by Leslie Bricusse "Overture" (Orchestra, conducted by John Williams) "Main Titles/Fill the World With Love" (Orchestra and Boys Chorus) (Brookfield school anthem) "Where Did My Childhood Go?" (Peter O'Toole) "London Is London" (Petula Clark) "And the Sky Smiled" (Petula Clark) "Apollo" (Petula Clark) "When I Am Older" (Boys Chorus) "Walk Through the World" (Petula Clark) "Fill the World With Love" (Petula Clark, Boys Chorus) "Entr'Acte/What Shall I Do With Today?" (Orchestra/Petula Clark) "What a Lot of Flowers" (Peter O'Toole) "What a Lot of Flowers (Reprise)" (Peter O'Toole) "And the Sky Smiled (Reprise)" (Petula Clark) "Schooldays" (Petula Clark and Boys) "You and I" (Petula Clark) "Fill the World With Love (Reprise)" (Peter O'Toole, Boys Chorus) "Exit Music - You and I" (Orchestra) "When I Was Younger" (Peter O'Toole) (Deleted from film but included on original soundtrack recording) A limited-edition 3-CD set of the complete score, including alternative versions and discarded numbers, was released by the Film Score Monthly Silver Age Classics label in 2006. "You and I" remains a staple of Petula Clark's concert repertoire. Reception Critical response For the most part the reviews were lukewarm, although both O'Toole and Clark were universally praised for their performances and the obvious chemistry between them. According to Seventeen, "Rarely have a pair of players been so marvelously in tune with each other as Peter O'Toole and Petula Clark." In his review in The New York Times, Vincent Canby said, "[Peter O'Toole] has never been better. Having been forced to abandon his usual mechanical flamboyance, he gives Chips an air of genuine, if seedy, grandeur that shines through dozens of make-up changes… Miss Clark is a fine