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- Donald Duck (from Mickey Mouse) as James
- Walt Disney as Sir Topham Hatt
- Indians (from Peter Pan) as Old Main Line Coaches
- Great Prince of Forest (from Bambi) as Gordon (Mentioned)
- Animators as James' Crew
- Various Passengers as Themselves
- Sir Kay (From Sword in the Stone) as Jeremiah Jobling (The man with the bootlace)