• Ariel (from The Little Mermaid) as Alice
  • Aurora (Sleeping Beauty) As Alice Sister
  • Oliver (from Oliver and Company) as Dinah
  • Spongebob Squarepants as The White Rabbit
  • Flik (from A Bug's Life) as The Doorknob
  • Shrek as The Dodo
  • Puss in Boots and Donkey (from Shrek) as Tweedledee and Tweedledum
  • Buzz Ligthyear & Woody (from Toy Story) The Walrus and the Carpenter
  • Mushu (Mulan) as Bill the Lizard
  • Mama Odie (The Princess and The Frog) as The Rose
  • Disney Princesses as The Flowers
  • Pumbaa (from The Lion King) as The Caterpillar
  • P.T Flea (from A Bug's Life) as The Caterpillar (Butterfly)
  • Iago (from Aladdin) as Bird in the Tree
  • B.O.B (rom Monsters Vs Aliens) as The Cheshire Cat
  • Pumba & Timon (from The Lion King) as The Mad Hatter and the March Hare
  • Abu (from Aladdin) as The Doormouse
  • Pooh Piglet Tigger as The Card Painters
  • Cruella De vill 101 Dalmatians (Animated) as The Queen of Hearts
  • Wakko Warner (From Animaniacs) as The King of Hearts


  1. Opening Credits
  2. Ariel Gets Bored/In A World Of My Own
  3. The Run Of The Sponge("Im Late")
  4. Ariel Meets Flik/The Bottle On The Table
  5. The Arrival of Ariel ("Sailor's Hornpipe/The Caucus Race")
  6. Ariel Meets Puss in Boots and Donkey ("How Do You Do and Shake Hands")
  7. The Lightyear and The Cowboy
  8. "Old Father William"
  9. The Dragon With A Ladder/We'll Smoke The Blighter Out
  10. A Garden of Talking Flowers ("All in the Golden Afternoon")
  11. Ariel Meets Pumbaa (How Doth A Little Crocodile)
  12. More Ups and Downs for Ariel
  13. Ariel Meets The Cheshire B.O.B/Twas Brilling
  14. Rex And Slinky The Mad Tea Party (Part 1)
  15. Rex And Slinky The Mad Tea Party Sponge (Part 2)
  16. The Tulgey Wood
  17. Ariel Gets Lost/"Very Good Advice"
  18. "Painting the Roses Red"/The Cards' March/Cruella Devill, The Queen of Hearts
  19. The Cheshire B.O.B Appears Yet Again
  20. Ariel's Trial/"The Unbirthday Song (Reprise)"
  21. Ariel's Flight
  22. End Credits

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