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- Happy as Henry
- Buzzie (from The Jungle Book) as Skarloey
- Dizzy (from The Jungle Book) as Sir Handel
- Flaps (from The Jungle Book) as Peter Sam
- Mary Darling (from Peter Pan) as The Refreshment Lady
- Walt Disney as Sir Topham Hatt (does not speak)
- Bashful as Thomas (cameo)
- Mickey Mouse (from Mickey Mouse) as Duck (cameo)
- Ziggy (from The Jungle Book) as Rheneas (cameo)
- Lefou (from Beauty and the Beast) as Duncan (cameo)
- Mrs. Potts and Fifi (from Beauty and the Beast) as Annie and Clarabel (cameo)
- James (from James and the Giant Peach) as Stephen Hatt (cameo)