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- Bashful as Thomas
- Grumpy as Gordon
- Dopey as James
- Pete (from Mickey Mouse) as Spencer
- Walt Disney as Sir Topham Hatt
- George & Madam (from The Aristocats) as The Duke & Duchess of Boxford (do not speak)
- Doc as Edward (cameo)
- Happy as Henry (cameo)
- Sneezy as Percy (cameo)
- Pumbaa (from The Lion King) as Douglas (cameo)
- Snow White as Emily (cameo)
- Mrs. Potts & Fifi (from Beauty & the Beast) as Annie & Clarabel (cameo)
- Cyril the Fogman as Himself (cameo)