Once Upon a Studio

***Once Upon a Studio*** is a 2023 American short special film produced by Walt Disney Animation Studios. The short features Mickey Mouse corralling a gallery of legendary Disney characters for a group photo.

Created to commemorate the 100th anniversary of The Walt Disney Company, *Once Upon a Studio* combines live-action, traditional, and CGI animation. The film has been described as a "love letter" to the company's flagship animation studio, as well as "a thank you to anyone in the audience that's ever connected with a film over the last hundred years". Several key animators and voice talent returned to the studio to recreate their respective characters accurately.

The film premiered on June 11, 2023 at the Annecy Film Festival to rave reviews. Subsequent releases include its broadcast debut on October 15, 2023 as part of *The Wonderful World of Disney: Disney's 100th Anniversary Celebration* on ABC, and a theatrical release on January 25, 2024 alongside the feature film *Teacher’s Pet*.

## Synopsis

In *Once Upon a Studio*, an all-star ensemble of beloved characters from Walt Disney Animation Studios assembles to take a group photo in honor of The Walt Disney Company's 100th anniversary—making for a joyful, entertaining, and emotional reunion. Featuring 543 characters from more than 85 feature-length and short films, *Once Upon a Studio* welcomes heroes and villains, princes and princesses, sidekicks and sorcerers—in all-new hand-drawn and CG animation—to celebrate 10 decades of storytelling, artistry, and technological achievements.

## Plot

Taking place on October 16, 2023, when Walt Disney Animation Studios turned 100 years old, its employees are leaving the building as their usual work day is done and Burny Mattinson imagines about the walls of the studio after talking with an intern.

Inside the studio, Mickey Mouse, as seen in a production cel for Mickey's Birthday Party, comes to life, and calls Tinker Bell. Mickey questions if all of the employees are gone, in which Tink nods with a yes. Excited, Mickey, with his girlfriend Minnie, jump out of the cel, and Minnie gets many characters from the studio's filmography with a "Yoo-Hoo" signal, traditionally or computer animated while enlisting Peter Pan to gather everyone from upstairs. Mickey reminds every character from the studio to take a group photo, all meeting in the lobby. During that, several gags of the characters interacting do happen such as:

* Sisu running happily down the hall, followed by Jim Hawkins riding on his Alponian Solar Cruiser, Maui flying in his hawk form, Aladdin and Abu sliding down the railing with them ending up with the trolls, Vanellope von Schweetz and Dodger riding on her candy kart, Elliott taking Cody on a fun ride, and Wayne and Lanny sliding down their ropes.
* Moana searching for water for Flounder, and with help from Merlin (who was at the Snuggly Duckling coffee area with his sugar bowl, the Mad Hatter, the March Hare, Cogsworth, Mrs. Potts, Chip, and Dr. Krunklehorn), he uses his magic to summon water in the Mad Hatter's hat for Flounder to swim in.
* Elsa freezing Hans from his frame after Anna ask her if she thinks that all of the villains will be show up (most likely because she would be worried about seeing Hans again after he tried to kill them) after seeing an angry Stromboli trying to get a candy from the studio's snack machine.
* Flash taking his time walking to the elevator, much to the chagrin of Donald Duck, Humphrey, Ranger Woodlore, Terk, Carl, and Mother Gothel, with Baymax squeezing in the elevator after he makes it.
* Olaf drawing on a desk as the Robin Williams Lost Boy, Timon and Pumbaa walk by, with Timon telling him to shake a leg (in which Olaf replies that the leg won't make a difference and that it's all in the wrist) when Genie bursts out of the drawing, sending Olaf into pieces and he uses his magic to put Olaf back together.
* While Prince John, Thomas O'Malley, Chicken Little, Milo Thatch, Happy, the Headless Horseman, and Gaston are freshening up in the men's room, the Cheshire Cat appears in front of his face, laughing, when Minnie comes in while covering her eyes and tells them to move it.
* While Christopher Robin, Kanga, and Eeyore try to free Winnie the Pooh from his picture, Antonio Madrigal is seen speaking to Cinderella's bird friends, Meeko, Cri-kee, Pascal, and Pua while stopping Joanna the Goanna from eating Jaq and Gus before getting spooked by a barking Pluto.
* While MacBadger, Ratty, Mole, Ryder, Honeymaren, Sven, and Kristoff walk by, Kristoff warns some Dalmatian puppies, who are watching "Night on Bald Mountain" on a TV, that it'll give them nightmares when Chernabog pops out of the TV, scaring the puppies and they run away, while running over Scrooge McDuck, who drops his sacks of money, and Robin Hood and Little John grab them.
* Ursula was being followed and annoyed by a love struck Splat. Cinderella and Prince Charming follow down the stairs, where the prince is the one to drop his shoe, much to their humor. Max picks up the shoe and runs off with it. Charming calls for Eric while Cinderella cheers for Max. Mickey was amused by this when he sees Kaa leading Clarabelle Cow with his hypnosis. He tries to get him to stop, but Rapunzel has it covered, hitting Kaa with her frying pan offscreen.

While all of this is happening, Mickey looks up at a photograph of studio co-founder Walt Disney and takes his hat off to fondly remember his legacy. Minnie reminds Mickey that everyone is at the lobby as Mickey speaks to the picture saying that he has to go.

Everyone is going outside to take the group photo with Mickey getting everyone together. However, things backfire as Goofy accidentally falls off the ladder, breaking the camera. Everyone prepares to leave in disappointment as the group photo is cancelled. Just then, Alan-a-Dale plays "When You Wish Upon a Star" on his lute joined in by Scat Cat on his trumpet, Mirabel Madrigal on her accordion, and Hathi Jr. using his trunk as a trumpet. As everyone sings the song, much to Hades' annoyance, the brooms sweep up Goofy's camera, Fix-It Felix Jr. fixes it with his hammer, Hercules puts the ladder back in position, and the Fairy Godmother uses her magic to help Goofy up the ladder while setting the camera up for the photo. Everyone is prepared as they sing the end of the song. The photo is taken, and Tinker Bell then cuts the scene to the group photo and the film ends with a tagline "To all who imagined with us, laughed with us and dreamed with us, thank you".

## Cast

* Scott Adsit as Baymax
* Stan Alexander as Flower (archival recording)
* Stephen J. Anderson as Bowler Hat Guy archival recording)
* Tony Anselmo as Donald Duck
* Awkwafina as Sisu
* Jason Bateman as Nick Wilde
* Bill Baucom as Trusty (archival recording)
* Peter Behn as Thumper (archival recording)
* Kristen Bell as Anna
* Jodi Benson as Ariel
* Robby Benson as Beast
* Eric Blore as Mr. Toad (archival recording)
* Ravi Cabot-Conyers as Antonio
* Griffen Campbell as Pinocchio
* Pat Carroll as Ursula (archival recording)
* Auli'i Cravalho as Moana
* Jim Cummings as Baloo/Winnie the Pooh
* Ariana DeBose as Asha
* Chris Diamantopoulos as Mickey Mouse
* Bobby Driscoll as Peter Pan (archival recording)
* Cliff Edwards as Jiminy Cricket (archival recording)
* Richard Epcar as Little John
* Bill Farmer as Goofy/Pluto
* Verna Felton as Flora (archival recording)
* Keith Ferguson as Prince Charming
* Santino Fontana as Hans (archival recording)
* Josh Gad as Olaf
* Ginnifer Goodwin as Judy Hopps
* Joseph Gordon-Levitt as Jim Hawkins (archival recording)
* Jonathan Groff as Kristoff
* Robert Guillaume as Rafiki Template:Small
* Jennifer Hale as Cinderella
* Jess Harnell as Scuttle
* Sterling Holloway as Cheshire Cat/Kaa/Winnie the Pooh (archival recording)
* Tom Hulce as Quasimodo
* Jeremy Irons as Scar
* Billy Joel as Dodger (archival recording)
* Dwayne Johnson as Maui
* Bob Joles as Cogsworth
* Charles Judels as Stromboli (archival recording)
* Judy Kuhn as Pocahontas
* Nathan Lane as Timon
* Luke Lowe as Flounder
* Barbara Luddy as Merryweather (archival recording)
* Jimmy MacDonald as Jaq/Gus (archival recording)
* Burny Mattinson as himself
* Idina Menzel as Elsa
* Jim Meskimen as Eeyore/Merlin
* Piotr Michael as Iago
* Mandy Moore as Rapunzel
* Clarence Nash as Donald Duck (archival recording)
* Bob Newhart as Bernard (archival recording)
* Paige O'Hara as Belle
* Raymond S. Persi as Flash
* Ian R'Mante as Thumper
* John C. Reilly as Wreck-It Ralph
* Phoenix Reisser as Mowgli
* Kaitlyn Robrock as Minnie Mouse
* Anika Noni Rose as Tiana
* Adam Ryen as Cody (archival recording)
* Lea Salonga as Mulan
* Chris Sanders as Stitch (archival recording)
* Sarah Silverman as Vanellope (archival recording)
* Lee Slobotkin as Peter Pan
* David Spade as Kuzco (archival recording)
* Natalie Babbitt Taylor as Snow White
* Josh Robert Thompson as Grumpy
* Kelly Marie Tran as Raya
* Alan Tudyk as the Mad Hatter
* Mark Walton as Rhino (archival recording)
* Scott Weinger as Aladdin
* Frank Welker as Abu/Joanna (archival recording)
* Richard White as Gaston
* Harland Williams as Carl
* Renika Williams as a Disney intern
* Robin Williams as Genie (archival recording)
* Daniel Wolfe as Robin Hood
* James Woods as Hades
* Michael-Leon Wooley as Louis (archival recording)
* Alan Young as Scrooge McDuck (archival recording)

Also appearing are Tinker Bell, Bambi, Thumper, Flower, Friend Owl, Bolt, Mittens, Penny, Wendy Darling, John Darling, Michael Darling, the Lost Boys, Nana, Tick-Tock the Crocodile, Jock, Lady, Tramp, Peg, Fauna, Christopher Robin, Kanga, Roo, Meeko, Flit, John Smith, Nakoma, Chief Powhatan, Governor Ratcliffe, Percy, Ocean, Pua, Heihei, Cri-Kee, Mushu, Li Shang, Yao, Ling, and Chien Po, Pascal, Cinderella's bird friends, Happy, Doc, Dopey, Sneezy, Sleepy, Bashful, the Prince, the Evil Queen (in Old Hag form), Blue Fairy, Geppetto, Figaro, Cleo, Honest John, Gideon, Aurora, Prince Phillip, Maleficent, Pongo, Perdita, the Dalmatian Puppies, Roger, Anita, Nanny, Cruella De Vil, John Henry, Amos, Benjamin Franklin, Philoctetes, Rutt and Tuke, Kenai, Koda, Maggie, Mrs. Calloway, Grace, the Small One, Cyril Proudbottom, Angus MacBadger, Mole, Water Rat, Ichabod Crane, Katrina Van Tassel, Brom Bones, The Headless Horseman, Ryder, Honeymaren, Lieutenant Mattias, Sven, Oaken, Grand Pabbie, Bruni, Chernabog, Tuk Tuk, Boun, Noi, Tong, Namaari, Splat, Jaeger Clade, Searcher Clade, Ethan Clade, Meridian Clade, Callisto Mal, Legend, Prince Eric, Sebastian, Max, Luisa Madrigal, Pacha, Kronk, Yzma, Bagheera, Shere Khan, King Louie, Colonel Hathi, Winifred, Hathi, Jr., Shanti, Lady Tremaine, Lucifer, Anastasia Tremaine, Drizella Tremaine, Bruno Madrigal, Mr. Smee, Captain Hook, Fifer Pig, Fiddler Pig, Practical Pig, Big Bad Wolf, Horace Horsecollar, Clarabelle Cow, Clara Cluck, Chip and Dale, Huey, Dewey, and Louie, Daisy Duck, Pete, Spike the Bee, Ludwig Von Drake, Susie the Little Blue Coupe, Pecos Bill, Widowmaker, Slue-Foot Sue, Joe, Jenny, the Golden Harp, Bongo, Humphrey the Bear, J. Audubon Woodlore, Mother Gothel, Taran, Eilonwy, Fflewddur Fflam, Hen Wen, Gurgi, Creeper, the Horned King, Ferdinand the Bull, Johnny Appleseed, Alice Blue Bonnet, Johnny Fedora, the Reluctant Dragon, Peter, Sonia, Sasha, Ivan, Flynn Rider, Maximus, Fix-It Felix Jr., Sergeant Calhoun, Taffyta Muttonfudge, King Candy, KnowsMore, Shank, Yesss, Mirabel Madrigal, Alma Madrigal, Agustín Madrigal, Julieta Madrigal, Isabela Madrigal, Pepa Madrigal, Félix Madrigal, Camilo Madrigal, Dolores Madrigal, Marie, Berlioz, Toulouse, Tod, Copper, Oliver, Georgette, Tito, Francis, Einstein, Rita, Duchess, Thomas O'Malley, Roquefort, Scat Cat, Edgar, Simba, Nala, Pumbaa, Zazu, Shenzi, Banzai, and Ed, Fairy Godmother, Jafar, Jasmine, Rajah, the Sultan, Magic Carpet, Wayne, Lanny, Elliott, Alan-A-Dale, Basil, Olivia, Dawson, Ratigan, Fidget, Esmeralda, Djali, Phoebus, Frollo, Victor, Hugo, and Laverne, Dumbo, Timothy Q. Mouse, Aladar, Plio, Yar, Zini, Suri, Hercules, Megara, Pegasus, Zeus, Pain and Panic, Piglet, Tigger, Owl, Rabbit, Gopher, Prince John, Sir Hiss, Maid Marian, Lady Kluck, Sheriff of Nottingham, Friar Tuck, Skippy, Sis, Tagalong, Toby Turtle, Big Mama, Dinky and Boomer, Bernard, Miss Bianca, Penny, Madame Medusa, Mr. Snoops, Orville, Wilbur, Jake, Percival C. McLeach, Lilo, Nani, David, Jumba, Pleakley, Tarzan, Jane, Terk, Tantor, Kala, Kerchak, Clayton, Milo Thatch, Kida, Vinny, Audrey, Sweet, Molière, Mrs. Packard, Cookie, Nessie, John Silver, Morph, B.E.N., Captain Amelia, Dr. Doppler, Lumiere, Mrs. Potts, Chip, Lewis Robinson, Wilbur Robinson, Lucille Krunklehorn, DOR-15, Merlin's sugar bowl, the March Hare, Alice, the White Rabbit, Tweedle Dee and Tweedle Dum, the Queen of Hearts, the King of Hearts, the Penguin Waiters, Fifi, José Carioca, Panchito, Pedro, Ben Ali Gator, Hyacinth Hippo, Madame Upanova, Bacchus, Jacchus, Melinda, Brudus, Yen Sid, the Magic Brooms, Duke, Flying John, Rachel, Joe, Prince Naveen, Ray, Charlotte La Bouff, Mama Odie, Juju, Dr. Facilier, King Leonidas, the Secretary Bird, Chicken Little, Abby Mallard, Runt of the Litter, Fish Out of Water, Lambert Lion, Chief Bogo, Clawhauser, Gazelle, Mr. Big, Fru Fru, Koslov, Bellwether, The Ugly Duckling, the Robin Williams Lost Boy from *Back to Never Land*, Winston from *Feast*, George and the lipstick paper airplane from *Paperman*, Paul from *Inner Workings*, Art and Dot from *Us Again*, four Skeletons from *The Skeleton Dance*, the trees from *Flowers and Trees*, Casey, and Oswald the Lucky Rabbit.

## Release

*Once Upon a Studio* premiered on ABC on October 15, 2023, as part of *The Wonderful World of Disney: Disney's 100th Anniversary Celebration*. The short film was released for streaming on Hulu and Disney+ on October 16, 2023, and was broadcasted on Disney's linear television networks, including the Disney Channel, Disney Junior, Freeform, FX, FXM and FXX.

## Songs

* ”You Can Fly”
* "Gaston"
* "Friend Like Me"
* "Night on Bald Mountain"
* ”So This Is Love”
* "Trust in Me"
* "Feed the Birds (Tuppence a Bag)"
* "When You Wish Upon a Star"
* "Steamboat Bill"

## Trivia

* This short was released the same year Burny Mattinson (who made a speaking appearance with Renika Williams at the beginning) passed away and was dedicated in his memory.
* The title refers to the literary stock phrase, "Once upon a time..." which has been featured in many of Disney's animated films.
* When Mickey speaks to an image of Walt Disney, the music playing in the background was Walt Disney's favorite song: "Feed the Birds" from *Mary Poppins*.
* The short utilizes entirely new animation for both its 2D and 3D-animated characters, as opposed to reused footage.
* Genie's dialogue was provided by the late Robin Williams himself using unused audio recordings from outtakes unearthed from the Disney archives, with the late actor’s family’s blessing.
* Directors Trent Correy and Dan Abraham make cameo appearances among the artists leaving work for the day. They are the ones holding the door open for Burny Mattinson.
* This marks the very first time Chris Diamantopoulos voices Mickey Mouse outside of the Paul Rudish *Mickey Mouse* shorts and its derivative works.
* This is the first Walt Disney Animation Studios production in which Oswald the Lucky Rabbit and Mickey Mouse have interacted.
	+ The two previously crossed paths in ancillary works, namely *Epic Mickey* series and the *Mickey Mouse* short "Canned".
* Some characters are heard being voiced by two actors: both with archival recordings from their respective films, and new dialogue recorded by present-day soundalikes. For example: Donald Duck (Clarence Nash and Tony Anselmo), Winnie the Pooh (Sterling Holloway and Jim Cummings), Peter Pan (Bobby Driscoll and Lee Slobotkin), and Thumper (Peter Behn and Ian R'Mante).
* Though not featured with the others in the short at the end, the Cave of Wonders is seen as a maquette in the office where Genie first appears with Olaf.
* The way Hans is frozen in ice by Elsa is a reference to how Han Solo was frozen in carbonite by Darth Vader in the "Star Wars" movie, *The Empire Strikes Back*.
* The Dalmatian puppies are seen watching the seventh segment of *Fantasia*: Night on Bald Mountain on T.V. featuring Chernabog.
* Despite being seen almost coming out of a frame or screen, neither Hans nor Chernabog came out completely to join the others for the group photo in the end.
* The way Prince Charming loses his shoe is a reference to how the main character loses her glass slipper in *Cinderella*.
* This short marks the first time Jeremy Irons voiced Scar since the 2014 version of *The Lion King*, because in every other appearance, that film's version of the character was often voiced by various other voice actors.
* Bob Joles is the first known voice actor outside of the late David Ogden Stiers to have played Cogsworth from the 2011 version of *Beauty and the Beast*.
* Nathan Lane reprises the role of Timon for the first time since *The Lion King 1½* in 2024.
* Piotr Michael is the second voice actor to play Iago following the passing of Gilbert Gottfried in 2022. The first performer was Barrett Leddy, who voiced Iago for Disney+'s *LEGO Disney Princess: The Castle Quest*.
* This was the first time Tom Hulce reprised the role of Quasimodo since *The Hunchback of Notre Dame II* in 2002.
* Alan Tudyk voicing the Mad Hatter is a reference to his role as King Candy in *Wreck-It Ralph*. The character’s voice and physical characteristics were modeled after comedian Ed Wynn, who originally voiced the Hatter in *Alice in Wonderland*.
* Adam Ryan as Cody from *The Rescuers Down Under* and Charlie Callas as Elliott from *Pete's Dragon* are the only actors uncredited despite archival recordings of their voices having been used during the short.
* When coming out of the studio after bumping into the glass door, Wreck-It Ralph refers to Mickey as "Garfield", which could be a reference to the character, Garfield the cat created by Jim Davis.
* Unlike in *Ralph Breaks the Internet*, Merida is the only official Disney Princess who doesn't appear in this short, due to the fact that she was produced by Pixar, and not Walt Disney Animation Studios.
* Characters from *Song of the South* and *So Dear to My Heart* are the only ones not featured in the short.
* All of the characters from the Mickey Mouse universe appear in certain designs from certain cartoons.
	+ Mickey Mouse, Minnie Mouse, Donald Duck, Goofy, Clarabelle Cow, Horace Horsecollar and Clara Cluck appear in their designs from *Mickey's Birthday Party*
	+ Daisy Duck appears in her design from *Mr. Duck Steps Out*
	+ Pete appears in his design from *Officer Duck*
	+ Scrooge McDuck appears in his design from *Mickey's Christmas Carol*
	+ José Carioca and Panchito appear in their designs from *The Three Caballeros*
	+ Chip and Dale appear in their designs from the 1950's
	+ Spike the Bee appears in his design from *Inferior Decorator* and onward
	+ Huey, Dewey, and Louie appear in their outfits from *DuckTales* and their physical appearances from the 1950's and onward