The Sound of Music is typically treated as a middlebrow cultural artifact of the Sixties. Within the British historiography its popularity is now taken to signify the conservatism of public taste, and hence to offer a corrective to claims of "cultural revolution." The article interrogates this assertion, focusing principally on the Hollywood movie, but also encompassing related manifestations in other media, and introducing a British perspective to a hitherto US-or German-centric discussion. It surveys the critical literature, finding that contemporaries and later commentators dismissed the work as over-sentimental or irrelevant, and claimed it mythologized Austrias Nazi past. However, other investigators have emphasized its semiotic diversity and liberating messages, exploring, inter alia, its countercultural imagery, its work as a lesbian text, its proto-feminist meanings, and its theme of female striving. The argument here is that the key to the films extraordinary reception lies in those scenes which bring emotional weight to the themes of child-rearing, discipline, and play, and the relationship between psychological health and the good society. This though is neither a psychoanalytic reading nor a claim that the film appealed to the collective unconscious of the audience. Rather it suggests that it both resonated with, and helped constitute, understandings of the self and society which were then current in intellectual and popular culture. The exposition begins by examining aspects of the political and personal lives of the librettist, Oscar Hammerstein, the director Robert Wise, and the leading lady Julie Andrews, to provide context for the subsequent interpretation. It draws on recent cultural histories that explore the influence of the popular musical and film, and also on biographical material, to emphasize the importance of internationalism, peace and tolerance to Hammerstein and to Wise. Andrews personal life at the time of filming, her journey into Freudian psychoanalysis, and her earlier friendship with the British analyst Masud Khan are also described. The central sections develop an argument which relates the films popularity to its handling of two issues. The first is its emphasis on the importance of emotional expression and play in child-rearing, expressed through Marias role as a surrogate mother, and her challenge to the authoritarianism of Captain von Trapp. These ideas were current in mothering manuals and the discussion traces the underlying psychoanalytic thought that influenced them, notably the work of John Bowlby and Donald Winnicott (with whom Masud Khan collaborated). The second issue is its explicit and allegorical treatment of Fascism. The work suggests a relationship between psychological health, inculcated by Marias love and encouragement of collective activity, and broader social health, in the familys rejection of Nazism. Again this is related to postwar writings examining psychological development and political outcomes. While not positing necessary authorial intent on the part of creators, the argument turns on a case for audience recognition of these themes, and this is supported by reference to the literature on psychological subjectivity between the 1940s and 1960s. All this casts doubt on a simplistic treatment of the work as manifestation of conservative Sixties values. © 2014 Taylor and Francis.