A time-honored story tells that this classic song was cut from the film after a preview, because MGM head Louis B. Mayer thought the song "slowed down the picture" and that "our star sings it in a barnyard". Most of the music in the film is medium-to-high energy, in contrast to this gently paced melody. However, the frequent instrumental references to the song throughout the film, including its title sequences, meant that the deleting of the song was short lived. Harold Arlen, who was at the preview, and executive producer Arthur Freed lobbied to get the song reinstated in the film, which it was.
Part of the song was cut from the film. An additional verse was to play when Dorothy was locked in a room in the witch's castle, helplessly awaiting death as the witch's hourglass ran out. A rehearsal recording of the song survives and was included in the Deluxe CD set. In that rendition, Dorothy weeps her way through it, unable to finish, concluding with a tear-filled, "I'm frightened, Auntie Em; I'm frightened!"
That phrase was retained in the film, followed immediately by Auntie Em's appearance in the witch's crystal, and then replaced by the image of the witch, mocking and taunting Dorothy and then turning toward the camera and laughing hideously, directly at the audience.