Yip Harburg's up; he's pacing the floor, he's mad. "I'm a guy not just trying to write a song," he says. "I want it to mean something." He's all the way across the living room, hands behind his back, and suddenly he's coming toward the huge picture window that shows off Central Park. "I remember a time when we didn't bleed for Exxon and didn't suffer for Goodrich Tire," he says. He throws himself into a chair. He doesn't like it, any of it. The Yipper's up, America's gone to the TV commercials and the mediocrities, he says. Yip is getting even madder.

"Now these kids . . . " he says, onto another onslaught. Since Yip is 84, these kids includes anyone born after 189. If George Gershwin were alive, he'd be a kid to Yip. "These kids," he says, "know three chords and all of the, belong at the Wailing Wall." The Yipper's down, in his chair; the Yipper's up on his feet.

Yip Harburg's not just one of the Sunshine Boys in full throttle: E. Y. Harburg is one of the few great American lyricists -- brilliant, agile, full of fun, full of grief, full of beans. He has sure hands, and for 50 years has been surgically magnificent, and reguarly diabolical with rhymes. He wrote the realist's anthem of the Depression in "Brother, Can you Spare a Dime?" And then threw realism out the window with the deceptively simple "Paper Moon." He put his full heart up against American society and asked us to find their meeting point. His songs almost always had to do with the small person searching for security in a hard world. In 1947, a full five years before he was "brownlisted" by he McCarthy-conscious Hollywood establishment, Harburg fought for the sanctity of the human heart against materialism and racism in a show that represented the last full flowering of joyous, unhounded liberalism, "Finian's Rainbow."

Most of all, though, Harburg is a giant because when the '30s ended, he crescendoed with the most explosively imaginative score in the movies, an Art Deco operetta that defined its moment in culture as surely as the Trylon and the Perisphere, and that was "The Wizard of Oz."

He had just written a song with Harold Arlen called "In the Shade of the New Apple Tree." When Arthur Freed, the head of Mgm's musicals unit, heard it, he knew it was exactly what he'd been searching for all through 1937.

"Arthur Feed called us up," Yip says. Since the sun is behind him, it's hard to see how seriously he's telling the legend. His face is obscured by shadow. "Freed said, 'we got this kid Judy Garland, from Goldwyn, she's a new kid but she's great,'" he says.

All at once they were working on "The Wizard of Oz" (which had its annual TV airing last night on Cbs). Harburg and Arlen were hired in May 1938 on a $25,000, 14-week contract. Only Judy Garland had been cast (after, whew! Fox refused to loan Shirley Temple for the picture), although pretty soon Buddy Ebsen was signed to play the Scarecrow, Ray Bolger to play the Tin Woodsman, and Bert Lahr the Cowardly Lion (Bolger yearned to have the Scarecrow's part and got it after an early switch of directors -- Ebsen was moved to the Tin Woodsman and got skin poisoning from the silver makeup; he left the picture and Jack Haley came over from Fox to play the part).

Harburg, thought of strictly as a "college boy," the type who wrote "high-class, not the Tin Pan Alley stuff," went to work ferociously with Arlen on a project they were both immediately in love with.

They went to work as people go to work in Hollywood: they played golf and tennis during the day and wrote music at night. They played the songs for each other and sat in big offices they didn't need. They walked around on the grass and fought scripts in story conferences. Yip delighted Alren with new rhymes, and Arlen brought new tunes around, or dragged old ones out of the trunk ("If I Only Had A Brain . . . A Heart . . . The Nerve" was an old song dropped from the 1937 antiwar musical comedy "hooray for What!" where it had been called "I'm Hanging On To You").

Hollywood called Yip a Jewish leprechaun, the happy idealist who wanted to write the world as he wanted it to be. And because of that, he knew exactly what he wanted Oz to be. He understood it, and he loved it. "They called me in, and they said 'We're having trouble,'" Yip says, "'We've got 10 different versions of the thing here' and I said, 'If you ask me, this is what I would do: let me writer the score with Harold and let the score tell the story. We'll just cue in all the scenes to fit the lyrics.'" Harburg began writing the fully half of the script -- he wrote funnier stuff than what they had. He know there were laughs in "Oz."

And you know as you watch Harburg that he can go into "Oz," walk across the rainbow and into a world where there are no cares and no problems. "Find a place where you won't get into any trouble!" Auntie Em says to Dorothy, and you know as you watch Yip that if anyone wants to find that place, he does. "Some place where there's no trouble . . ." he wrote for Dorothy,

Do you think there's such a place Toto? There must be. Not a place you can get to by a boat or a train. It's far, far away . . . Music starts)

Behind the moon

Beyond the rain.

"And we have this little girl," says Yip. "A girl yearning to be out of this little damn little place, this Kansas. She wants to get somehwere, anywhere. Where shall it be? Kansas is a dry, arid place, and the only colorful thing in her life is a rainbow. The rainbow was good enough for Noah and it's good enough for me.

So we wrote that. Harold wrote a grand symphonic tune and I loved it, but I told him, 'That's no song for a little girl, it's for Nelson Eddy.' But Harold had this little dog, see, and a whistle to call him -- and the whistle went like 'dee-dle, dee-dle, dee-dle!" and one day I heard that and I said 'That's our bridge!' and he dropped it in as the 'troubles melt like lemon drops' part and it made the song childish and beautiful and that was it."

The Score deepened the movie as other movie scores didn't: each song carried the story without giving up a slightly contemporaneous meaning. As children (and one of the phenomena of "The Wizard of Oz" is that it is hard to find many Americans who did not experience it as children) many people reacted with delight to the casual brilliance of the cosmopolitan nursery rhyme: Munchkins and cigar-chewing midgets was torn down, the net between little girls and nightclub singers, the boundaries between an Emerald City and Radio City were dropped, the world changed and Americans found within the magic of the ideal much of their own lives. When the inexplicable was explained with the composed matter-of-factness of a radio show, the phenomenal presented as friendly fact, it was a signal. Harburg had brought Americans into the modern fairy tale and explained the 1939 world jitters: SUDDEN WINDFALL BURIES TYRANT.

News report: The house began to pitch The kitchen took a switch It landed on a wicked witch in the middle of a ditch, Which, Was not a happy sitch- Uation For the wicked witch!

Lots of crazy things were going on in America. "Sure the Emerald City was the New Deal," Yip says. "Sure it was" (But were the flying monkeys the Luftwaffe?) Harburg brought so many cultural elements into the game that listening to the score was like watching a ball game with the front page of the paper up at bat against a battery of Gilbert & Sullivan (on the mound and behind the plate, respectively). As the isolation ended, he taught us in 1939 to face our fear in verse:

LION: What makes the Sphinx the seventh wonder? Courage .

What makes the dawn come up like thunder? Courage .

What makes the Hottentot so hot?

What puts the Ape in apricot?

What do they got that I ain't got?

ALLIES: Courage!

Harburg knew his metaphors. "The reason that score lasts both from a melodic point of view and a poetic one, is that it's meaningful to every child without being sappy or drippy. Now listen to this -- " the Yipper's up! He's prancing viciously around the room doing a mincingly disdainful version of "Heigh Ho, Heigh Ho!" from "Snow White." "What child wants to hear that?" he says. "What's that mean?"

The sun's getting lower and he's all in yellow light. "The music from 'Oz' is for all children and all grownups. What is more important to a child or to an adult than Knowledge, Love, Courage. Are there more important things? I picked them, and put them in those songs because there you have the essence for, the basis for the beauty and lastingness of that movie. Every child wants to say 'Yeah! Courage! Yeah!' and then the song can grow up with them.

"What little Dorothy wanted, what she yearns for when she runs away, was just where trouble melts like lemon drops. And then she found out that she just wanted to come home, that Wizards are humbugs -- that you've got to get rid of the Wicked Witches -- and when they did it, when they got rid of evil, they got their desires and their desires weren't Cadillacs. They were love, soil, home. They found out you've got to do it yourself."

Harburg has been consumed with words and with fantasy since his days at P.S. 64 in New York. As a boy he smuggled a copy of W.S. Gilbert's verse into his English class at the Townsend Harris School -- a public school for the smart and prematurely wise. When he noticed one day that the boy sitting next to him (his class was seated alphabetically) was reading something under his desk, "H" leaned over to see what the "G" in the next row was reading. "He was reading W.S. Gilbert and I was reading W.S. Gilbert," he says, and that's how Yip Harburg and Ira Gershwin were joined together.

Yip began to go over to the Gershwins' house regularly; he stood outside the day their first piano was hauled into their Second Avenue and 5th Street brownstone. Ira was to have taken the lessons, but his younger brother sat down and played immediately, "George was 14 when I met him," Yip says. "He liked to wear spats and a bowler. He was slim, firm, and he liked a good time."

He went to City College of New York with Ira, editing the humor magazine with him, and together they conspired rhymes and word games. They wrote parodies of popular songs and sang them at baseball games. By the early '20s, Ira had gone to work writing lyrics for his younger brother's music, and Yip had gone to work at an electrical applicance shop to support himself and his parents.

"Then," Yip says, "the Depression hit. I called up Ira. He had a lot of respect for me. I saw him making good. I asked him to introduce me to some people. And I got the hell out of the electric shop and started writing lyrics."

Yip sits in the afternoon light. His hair is all white and pushed straight back, and he's just got back from the dentist and he's lisping just a little. His face is a young man's face with deep-etched creases, like cultivated clay. "We were all young liberals," he says. "We were trying to get out of the poverty -- our people had all run away from the oppression of Europe and from war," he says. He had been introduced to the composer Jay Gorney, "and we would walk up and down the street all day working on songs. Over and over we'd get approached by men out of work, and they all said the same thing when they'd come up to us. The same words."

Once I built a railroad

Made it run

Made it run against time.

Once I built a railraod, now it's done.

Brother, can you spare a dime?

The song was terrifying and graphic, and it cut itself into the consciousness of the jolted nation. Its lines had a directness and an unsentimental pathos that was completely fresh and powerful.

There was a panic among scared station managers but by the time the song became the biggest hit in the country it was too late for them to succeed in pulling it off the air.

Yip began writing songs like mad -- for shows and revues and the movies. He wrote songs like nobody else's -- they had a topicality and an edge, a humanitarianism to them that nobody else's songs had -- but they were fun. In 1934 Harburg met Harold Arlen, a young rehearsal pianist, the son of a cantor, who had been writing songs for the Cotton Club in Harlem. An immediate chemistry was generated and they -- along with Ira Gershwin -- wrote a tremendous hit musical, "Life Begins at 8:40," in 1934. Two of the stars of the show were a brilliant eccentric dancer, Ray Bolger, and a comedian so mad and powerful he seemed to erupt on stage, Bert Lahr.

It seemed as though there wasn't any performer's persona Harburg couldn't expand. He loved to play with diction. When he wrote "The Singing Kid" for Al Jolson at Warner Brothers, he played with Jolson's voice in the verse as no other lyricist would:

I love to sing-a!

About the moon-a and the June-a and the spring-a!

I love to sing-a!

About a sky-of-blue and a Tea-for-two

Anything-a with a swing-a and an I-a-love-you!

I-a-love-a to, I-love-a to sing!

He wrote the crazed "Song of the Woodsman" for Bert Lahr on Broadway. He understood the madness that rode an idea: two years later, he would write the classic "Lydia the Tattooed Lady" for Grouch Marx ("When her muscles start relaxin'/Up the hill comes Andrew Jackson"). In 1937 he and Arlen, with Howard Lindsay and Russell Crouse wrote "Hooray for What!" about an inventor (Ed Wynn) who stumbles upon a formula for poison gas and becomes a world-sought commodity. As usual, Harburg hung on the precipice of the left: One of the songs from the show "God's Country" called America the land where "smiles are broader, and freedom's greater/and every man is his own dictator."

The sun has gotten very low and Harburg has to turn on a light in his living room. He sits in his chair, his hands crossed, and all at once looks out the picture window and downtown. "Arlen's in a wheel-chair," he says softly. "Ira's had a stroke. It's a cheat. Nature shouldn't do that," he says, and stands up. He walks over to the hallway. There's a framed Black-and-white homemade snapshot of a young, smiling, leprechaunish Yip standing with a vital, lean, powerfully direct George Gershwin. It could have been taken yesterday. The Yipper goes on. He wants to talk about the Mafia, about the Persian Gulf, about the villains in our society, about anything but the weather. Whenever he slows down for a moment he untremulously compensates by doublespeeding up.

"Gotta show to write?" he asks. "I want a new show. I want to get to work on one. No one's writing them tough now, with wit and literacy and courage and beauty. No one's putting in the issues and the points. Let's write one. Who'll we write about? Exxon? Reagan? TV commercials? I hate TV! It's run by fraudulent people. Let's get these leaders we have. Let's get them! They won't ever come straight to the people and tell us the truth, even the best of them. They won't say that the world's being run by the oilmen and the Mafia and the big interests -- " The Yipper's up: put up yer dukes. "They should come straight to us but they're afraid. They play politics instead. The Yipper means it. "Cowardly lions."

He smiles with a look that says he has seen someplace where . . . there's no trouble. It's not a place you can get to by a boat or train. It's far far away . . . beyond the moon. Beyond the rain.