Inside Out is a Disney-Pixar film and a YTV crossover adaptation made by Pikachufreak.


  • In this film, set in the year 1997, Riley Anderson and her parents Mrs. and Mr. Anderson make alliances with characters from Hi Hi Puffy AmiYumi, Sabrina: The Animated Series, Pokemon, The Dork Diaries, Mucha Lucha, Rocko's Modern Life, Sonic X, Rita's Fabulous Adventures, Yu-Gi-Oh!, Hoop-a-Joop, TMNT 2003, Phantom Investigators, What's New, Scooby-Doo?, Quack Pack, The Simpsons, The Accidentally Series, Jackie Chan Adventures, Static Shock, The Powerpuff Girls, The Winx Club, The Mummy: The Animated Series, Jumanji, X-Men Evolution, The Life and Times of Juniper Lee, WarioWare Tooned, Tiny Toon Adventures, Xiaolin Showdown and Loonatics Unleashed, as they make things right about memories. Pinky and The Brain, on the other hand, work with Joy, Disgust, Fear, Anger and Sadness.


From Shining Time Station

  1. Mr. Conductor 1 (George Carlin)
  2. Mr. Conductor 2 (Alec Baldwin)
  3. Mr. Conductor 3 (Michael Brandon)

From Inside Out

  1. Riley Anderson (Kaitlyn Dias)
  2. Mrs. Anderson (Diane Lane)
  3. Mr. Anderson (Kyle MacLachlan)
  4. Joy (Amy Poehler)
  5. Disgust (Mindy Kaling)
  6. Fear (Bill Hader)
  7. Anger (Lewis Black)
  8. Sadness (Phyllis Smith)

From Hi Hi Puffy AmiYumi

  1. Ami Onuki (Janice Kawaye)
  2. Yumi Yoshimura (Grey DeLisle)

From Sabrina: The Animated Series

  1. Sabrina Spellman (Emily Hart)
  2. Hilda Spellman (Melissa Joan Hart)
  3. Zelda Spellman (Melissa Joan Hart)

From Pokemon

  1. Ash Ketchum (Veronica Taylor)
  2. Mary (Kerry Williams)
  3. Misty (Rachael Lillis)
  4. Brock (Eric Stuart)

From The Dork Diaries

  1. Nikki Maxwell (Kelly Sheridan)
  2. Ruby Maxwell (Candi Milo)
  3. Brianna Maxwell (Grey DeLisle)
  4. Elizabeth Maxwell (Stephanie Morgenstern)
  5. Albert Mazwell (Artt Butler)

From Mucha Lucha

  1. Rikochet (Carlos Alazraqui)
  2. Buena Girl (Kimberly Brooks)
  3. The Flea (Candi Milo)

From Rocko's Modern Life

  1. Rocko Wallaby (Carlos Alazraqui)
  2. Spunky The Dog (Carlos Alazraqui)
  3. Heffer Wolfe (Tom Kenny)
  4. Filburt Turtle (Doug Lawrence)
  5. Ed Bighead (Charlie Adler)
  6. Bev Bighead (Charlie Adler)

From Sonic X

  1. Sonic (Jason Griffith)
  2. Knuckles (Dan Green)
  3. Tails (Amy Palant)

From Rita's Fabulous Adventures

  1. Rita Norstein (Stephanie Morgenstern)
  2. Joanna Vincent (Kelly Sheridan)
  3. Gina Thomas (Andrea Baker)

From Yu-Gi-Oh!

  1. Yami Yugi (Dan Green)
  2. Joey Wheeler (Wayne Grayson)
  3. Tristan Taylor (Sam Regal)
  4. Tea Gardner (Amy Birnbaum)
  5. Seto Kaiba (Eric Stuart)
  6. Mai Valentine (Megan Hollingshead)

From Hoop-a-Joop

  1. Al Valentine (Yuri Lowenthal)
  2. James Rogers (Michael Reisz)
  3. Amy Lambert (Michelle Ruff)
  4. Mel Blake (Stephanie Morgenstern)

From TMNT 2003

  1. Leonardo (Michael Sinterniklaas)
  2. Donatello (Sam Regal)
  3. Raphael (Frank Frankson)
  4. Michelangelo (Wayne Grayson)

From Phantom Investigators

  1. Daemona Prune (Courtney Vineys)
  2. Kira O'Neil (Amber Ross)
  3. Casey Matthews (Andrew Decker)
  4. Jericho Anderson (Alecsander Kocev)

From What's New, Scooby-Doo?

  1. Scooby-Doo (Frank Welker)
  2. Fred Jones (Frank Welker)
  3. Daphne Blake (Grey DeLisle)
  4. Shaggy Rogers (Matthew Lillard)
  5. Velma Dinkley (Mindy Cohn)

From Quack Pack

  1. Huey (Jeannie Elias)
  2. Dewey (Pamela Adlon)
  3. Louie (Elizabeth Daily)

From The Simpsons

  1. Homer Simpson (Dan Castellaneta)
  2. Marge Simpson (Julie Kavner)
  3. Bart Simpson (Nancy Cartwright)
  4. Lisa Simpson (Yeardley Smith)
  5. Maggie Simpson (Josie Foster)

From The Accidentally Series

  1. Amy Flowers (Kathleen Barr)
  2. Fiona Von Steig (Maggie Blue O'Hara)
  3. Marley Clarkson (Candi Milo)
  4. Lorelei Bernstein (Debi Derryberry)
  5. Kiwi Adair (Grey DeLisle)
  6. Michiko Ohara (Stephanie Morgenstern)
  7. Elise Wilkins (Jennifer Hale)
  8. Jenelle Renwick (Andrea Libman)
  9. Lucia Peterson (Katie Griffin)

From Jackie Chan Adventures

  1. Jackie Chan (James Sie)
  2. Uncle Chan (Sab Shimono)
  3. Jade Chan (Stacie Chan)
  4. Viper (Susan Eisenberg)
  5. Tohru (Noah Nelson)

From Static Shock

  1. Virgil Hawkins (Phil LaMarr)
  2. Richie Foley (Jason Marsden)

From The Powerpuff Girls

  1. Blossom (Catherine Cavadini)
  2. Bubbles (Tara Strong)
  3. Buttercup (Elizabeth Daily)

From The Winx Club

  1. Bloom (Liza Jacqueline)
  2. Layla (Vasthy Mompoin)
  3. Stella (Amy Birnbaum)
  4. Flora (Kerry Williams)
  5. Musa (Lisa Ortiz)
  6. Tecna (Rebecca Soler)

From The Mummy: The Animated Series

  1. Alexander O'Connell (Chris Marquette)
  2. Evelyn O'Connell (Grey DeLisle)
  3. Richard O'Connell (John Schneider)

From Jumanji

  1. Peter Shepard (Ashley Johnson)
  2. Alan Parish (Bill Fagerbakke)
  3. Judy Shepard (Debi Derryberry)

From X-Men Evolution

  1. Scott Summers (Kirby Morrow)
  2. James "Logan" Howlett (Scott McNeil)
  3. Rogue (Meghan Black)
  4. Ororo Munroe (Kristen Williamson)
  5. Kitty Pryde (Maggie Blue O'Hara)
  6. Evan Daniels (Neil Denis)
  7. Kurt Wagner (Brad Swaile)
  8. Jean Grey (Venus Terzo)

From The Life and Times of Juniper Lee

  1. Juniper Lee (Lara Jill Miller)
  2. Jody Irwin (Colleen O'Shaughnessey)
  3. Ophelia Ramirez (Candi Milo)

From WarioWare Tooned

  1. Wario (Clancy Brown)
  2. Waluigi (Jaleel White)
  3. Jimmy T. (Phil LaMarr)
  4. Jimmy P. (Jeff Bennett)
  5. Mona (Jennifer Hale)
  6. Dribble (Kevin Michael Richardson)
  7. Spitz (Dee Bradley Baker)
  8. Kat (Lauren Tom)
  9. Ana (Britt McKillip)
  10. 9-Volt (Tara Strong)
  11. 18-Volt (Charlie Adler)
  12. Dr. Crygor (Jim Cummings)
  13. Mike The Karaoke Robot (Carlos Alazraqui)
  14. Penny Crygor (Kath Soucie)
  15. Orbulon (Frank Welker)
  16. Ashley (Grey DeLisle)
  17. Young Cricket (Jason Marsden)
  18. Master Mantis (James Sie)

From Tiny Toon Adventures

  1. Buster Bunny (Charlie Adler)
  2. Hamton J. Pig (Don Messick)
  3. Babs Bunny (Tress MacNeille)
  4. Plucky Duck (Joe Alaskey)
  5. Fifi La Fume (Kath Soucie)
  6. Shirley McLoon (Gail Matthius)
  7. Sweetie Pie (Candi Milo)
  8. Furrball (Frank Welker)
  9. Dizzy Devil (Maurice LaMarche)
  10. Gogo Dodo (Frank Welker)
  11. Calamity Coyote (Frank Welker)
  12. Little Beeper (Frank Welker)

From Xiaolin Showdown

  1. Omi (Tara Strong)
  2. Kimiko Tohomiko (Grey DeLisle)
  3. Raimundo Pedrosa (Tom Kenny)
  4. Clay Bailey (Jeff Bennett)

From Loonatics Unleashed

  1. Ace Bunny (Charlie Schlatter)
  2. Tech E. Coyote (Kevin Michael Richardson)
  3. Lexi Bunny (Jessica DiCicco)
  4. Danger Duck (Jason Marsden)
  5. Slam Tasmanian (Kevin Michael Richardson)
  6. Rev Runner (Rob Paulsen)

From Pinky and The Brain

  1. Pinky (Rob Paulsen)
  2. The Brain (Maurice LaMarche)

Thomas Stories

  1. Duck Takes Charge
  2. Pop Goes The Diesel
  3. Diesel's Devious Deed
  4. A Close Shave For Duck
  5. Escape!
  6. Oliver Owns Up
  7. Oliver's Find
  8. Busy Going Backwards


  • This is the film where we are introduced to the cast of Inside Out.
  • Kimiko wears her The Apprentice outfit.
  • It is revealed that all emotions come alike.
  • The cast of Rita's Fabulous Adventures are introduced.
  • The following Thomas Stories focus on The Great Western Engines.


  • (We open this film with the Walt Disney Pictures logo)
  • (We are then followed by the Pixar logo)
  • (The 2007 HiT Entertainment logo is the third to appear)
  • (Afterwards, we begin with Everything Is Not What It Seems)
  • Chorus: Well you know everything's gonna be a breeze At the end will no doubt justify the means You can fix any problem with the slightest ease (Yes please) But you might find out it'll go to your head When you write a report, on a book you've never read And with the snap of your fingers, you can make your bed! (That's what I said) Everything is not what it seems When you can get all you wanted in your wildest dreams You might run into trouble if you go to extremes Because everything is not what it seems Everything is not what it seems, When you can have what you want by the simplest of means Be careful not to mess with the balance of things Because everything is not....what it seems.
  • (We then see a Newborn Riley with Mrs. and Mr. Anderson)
  • Baby Riley: Goo Goo Ga Ga.
  • Mrs. Anderson: Aw, she looks cute.
  • Mr. Anderson: What an adorable girl.
  • (Inside Riley's mind, Joy, Disgust, Fear, Anger and Sadness are with Pinky and The Brain)
  • Joy: So, are you ready for some excitement?
  • Disgust: Yeah right.
  • Fear: I'm too scared to start.
  • Anger: Oh please! Give me a chance, would ya?!
  • Sadness: I can't know the rules of Riley.
  • Pinky: Don't worry, Sadness. Everything's going to be alright.
  • Brain: It's time that we're setting this conquest once and for all.
  • (Years later, Riley is 11 years old and is now in San Francisco)
  • Riley: Ah, it's good to be here.
  • (She soon sees the YTV characters travelling through town)
  • Riley: I've been expecting these newcomers.
  • (As we see the YTV characters, they are walking along the sidewalks)
  • Ash: Ah, it's good to feel free.
  • Raimundo: San Francisco is always a location.
  • Mel: I wonder if i can play with my guitar?
  • Nikki: There's always a good lookout.
  • Rita: I love to have shoe-less fun.
  • Shaggy: Like, we're here at Riley's new home.
  • Ash: I wonder if there's a mindless joke about me and...
  • Lexi: Not quite, Ash.
  • Ash: Huh?
  • Lexi: We're in San Francisco so you'd better stay put.
  • Ash: Sorry about that.
  • Mary: Oh, big brother.
  • Michiko: If only Riley and her parents would come.
  • (Riley opens the door)
  • Riley: Did i say come?
  • Rikochet: So you're new to the Disney list.
  • Flea: The Flea is so glad to see you.
  • Mona: We've been having good times.
  • Penny: What have you got here?
  • Riley: My mom and dad are expecting a good game of hockey.
  • Virgil: I'm sure Sis and Pops will like it.
  • Richie: So do Maggie and Sean.
  • (The Conductors appear)
  • Mr. Conductor 3: Even all three of us.
  • Kat: Hi, Mr. Conductors 1, 2 and 3.
  • Ana: We're so happy to have you come.
  • Mr. Conductor 2: Yes indeed, Ana. It's time to make all the adjustments.
  • Jade: Yes!
  • Peter: Do you know about Duck the Great Western Engine?
  • Mr. Conductor 1: Of course, Peter. He came to the Island of Sodor to visit Percy. Let me explain.
  • (Mr. Conductor 1 blows his whistle and Duck Takes Charge starts)
  • Percy: Do you know what?
  • Mr. Conductor 1: Asked Percy.
  • Gordon: What?
  • Mr. Conductor 1: Grunted Gordon.
  • Percy: Do you know what?
  • Gordon: Silly!
  • Mr. Conductor 1: Said Gordon.
  • Gordon: Of course I don't know what. If you don't tell me what what is.
  • Percy: Sir Topham Hatt says that the work in the yard is too heavy for me. He's getting a bigger engine to help me.
  • James: Rubbish!
  • Mr. Conductor 1: Said James.
  • James: Any engine could do it. If you work hard and chatterless, this yard would be a sweeter, a better and a happier place.
  • Mr. Conductor 1: Percy went off to get some coaches.
  • Percy: That stupid old signal.
  • Mr. Conductor 1: He thought. He was remembering the time he misunderstood a signal and gone backwards instead of forwards.
  • Percy: No one listens to me now. They think I'm a silly little engine and order me about. I'll show them, I'll show them.
  • Mr. Conductor 1: But he didn't know how. By the end of the afternoon, he felt tired and unhappy. He brought some coaches to the station.
  • Sir Topham Hatt: Hello, Percy.
  • Mr. Conductor 1: Said Sir Topham Hatt.
  • Sir Topham Hatt: You look tired.
  • Percy: Yes sir, I am sir. I don't know if I'm standing on my dome or on my wheels.
  • Sir Topham Hatt: You look the right way up to me.
  • Mr. Conductor 1: Laughed Sir Topham Hatt.
  • Sir Topham Hatt: Cheer up. The new engine is bigger than you and can properly do the work alone. Would you like to help build my new harbour? Thomas and Toby will help too.
  • Percy: Oh yes, sir. Thank you, sir.
  • Mr. Conductor 1: The new engine arrived.
  • Sir Topham Hatt: What's your name?
  • Mr. Conductor 1: Asked Sir Topham Hatt.
  • Duck: Montague, sir, but I'm usually called Duck. They say I waddle. I don't really, sir, but I like Duck better than Montague.
  • Sir Topham Hatt: Good. Duck it shall be. Here, Percy, show Duck around.
  • Mr. Conductor 1: The two engines went off together. Soon they were very busy. James, Gordon and Henry watched Duck quietly doing his work.
  • Henry: He seems a simple sort of engine.
  • James: We'll have some fun and order him about.
  • Henry, Gordon, James: Quack! Quack! Quack! Quack! Wheesh!
  • Mr. Conductor 1: Smoke billowed everywhere. Percy was cross, but Duck took no notice.
  • Duck: They'll get tired of it soon. Do they tell you to do things, Percy?
  • Percy: Yes they do.
  • Mr. Conductor 1: Answered Percy.
  • Duck: Right.
  • Mr. Conductor 1: Said Duck.
  • Duck: We'll soon stop that nonsense.
  • Mr. Conductor 1: He whispered something.
  • Duck: We'll do it later.
  • Mr. Conductor 1: Sir Topham Hatt was looking forward to hot buttered toast for tea at home. Suddenly, he heard an extroitnary noise.
  • Henry, Gordon and James: Wheesh! (snorting)
  • Sir Topham Hatt: Bother!
  • Mr. Conductor 1: He said and hurried to the yard. Duck and Percy calmly sat on the switches outside the shed, refusing to let the engines in. Gordon, James and Henry were furious.
  • Sir Topham Hatt: Stop that noise!
  • Mr. Conductor 1: Bellowed Sir Topham Hatt.
  • Gordon: They won't let us in!
  • Mr. Conductor 1: Hissed Gordon.
  • Sir Topham Hatt: Duck, explain this behavior.
  • Duck: Beg pardon, sir, but I'm a great western engine. We do our work without fuss, but begging your pardon, sir. Percy and I will be glad if you like to inform these, um, engines that we only take orders from you.
  • (Engines whistling)
  • Sir Topham Hatt: Quiet!
  • Mr. Conductor 1: Said Sir Topham Hatt.
  • Sir Topham Hatt: Percy and Duck, I am pleased with your work today, but not with your behavior tonight. You have caused a disturbance.
  • Mr. Conductor 1: Gordon, Henry and James sniggered.
  • Sir Topham Hatt: As for you.
  • Mr. Conductor 1: Thundered Sir Topham Hatt.
  • Sir Topham Hatt: You've been worse. You made a disturbance. Duck is quite right. This is my railway and I give the orders.
  • Mr. Conductor 1: After Percy went away, Duck was left to manage alone. He did so...easily!
  • (Duck Takes Charge ends)
  • Mr. Conductor 1: So you see, Duck's new to the Island of Sodor.
  • Dribble: I guess you heard that correct.
  • Spitz: You'd be leaving, right?
  • The Conductors: Yep.
  • (The Conductors disappear)
  • Riley: Let's go to my school. It's where i study.
  • All the YTV characters: Okay.
  • Mrs. and Mr. Anderson: Good luck, Riley.
  • (Inside Riley's mind, Joy and the rest are hearing about Riley's first day of school)
  • Joy: How great. Riley's first day of school.
  • Disgust: Whatever.
  • Fear: Am i the one who wants to go to school.
  • Anger: Shut it!
  • Sadness: Anger, calm down. Riley's going to school for her first day.
  • Pinky: You're right, Sadness. It's true isn't it?
  • Brain: Are you guys pondering what i'm pondering?
  • Joy: Well then, let's figure this out.
  • (At Riley's school, she guides the gang on a tour)
  • Ash: Wow.
  • Buster: So this must be your school.
  • Riley: Yes, Buster. We're all in school.
  • Bart: Look, there's your teacher.
  • (Riley's teacher, Miss Saunders, appears)
  • Miss Saunders: Welcome class.
  • Brock: (blushing in sight) Miss Saunders, i knew you'd find me.
  • Miss Saunders: Huh?
  • Brock: (proposing to Miss Saunders) You're the teacher of Riley. Can i marry you?
  • Miss Saunders: Yes but...
  • (Kaiba pulls Brock aside by grabbing his back)
  • Kaiba: I didn't need a trainer like you to fall in love with a teacher, didn't you?
  • Brock: Maybe not.
  • (Judy and Ororo sigh deeply)
  • June: What is history class?
  • Miss Saunders: It's where all histories come alike.
  • Omi: Interesting.
  • Kimiko: Maybe you can be nice, too.
  • (The Conductors reappear)
  • Mr. Conductor 3: Indeed.
  • Ami: I wonder if i can study?
  • Yumi: Everyone has something that they do want and we want to be in like always.
  • Mr. Conductor 2: That's correct.
  • Joey: All things must be in handy.
  • Tristan: Do you know about Diesel?
  • Mr. Conductor 1: Yes, Tristan. He came to visit Duck on the Island of Sodor. Let me explain.
  • (Mr. Conductor 1 blows his whistle and Pop Goes The Diesel starts)
  • Mr. Conductor 1: Duck is very proud of being Great Western. He talks endlessly about it. But he works hard too and makes everything ran like clockwork. It was a splendid day. The cars and coaches behave well, the passengers even stopped grumbling. But the engines didn't like having to bustle about.
  • Duck: There are two ways of doing things.
  • Mr. Conductor 1: Duck told them.
  • Duck: The Great Western way, or the wrong way. I'm Great Western and...
  • Henry, Gordon and James: Don't we know it!
  • Mr. Conductor 1: They groaned. The engines were glad when the visitor came. He purred smoothly towards him. Sir Topham Hatt introduce him.
  • Sir Topham Hatt: Here is Diesel. I have agreed to give him a trial. He needs to learn. Please teach him, Duck.
  • Diesel: Good morning.
  • Mr. Conductor 1: Purred Diesel in an oily voice.
  • Diesel: Please to meet you, Duck. Is that James and Henry and Gordon too? I am delighted to meet such famous engines.
  • Mr. Conductor 1: The silly engines were flattered.
  • Engines: He has very good manners.
  • Mr. Conductor 1: They murmured.
  • Engines: We're pleased to have in our yard.
  • Mr. Conductor 1: Duck had his doubts.
  • Duck: Come on!
  • Mr. Conductor 1: He said. Diesel purred after him.
  • Diesel: Your worth Top...
  • Duck: Sir Topham Hatt to you.
  • Mr. Conductor 1: Ordered Duck. Diesel looked hurt.
  • Diesel: Your worthy Sir Topham Hatt thinks I need to learn. He is mistaken. We diesel don't need to learn. We know everything. We come to a yard and improvement. We are revolutionary.
  • Duck: Oh!
  • Mr. Conductor 1: Said Duck.
  • Duck: If you are revo-thingummy, perhaps you would collect my cars while I fetch Gordon's coaches.
  • Mr. Conductor 1: Diesel delighted to show off, purred away. When Duck returned, Diesel was trying to take some cars from a siding. They were old and empty. They've not been touch for a long time. Diesel found them hard to move.
  • Diesel: Pull! Push! Backwards! Forwards!
  • Cars: Oh! Oh!
  • Mr. Conductor 1: The cars groaned.
  • Cars: We can't! We won't!
  • Mr. Conductor 1: Duck watched with interest. Diesel lost patience.
  • Diesel: Grrr!
  • Mr. Conductor 1: He roared, and gave a great heave. The cars jerked forward.
  • Cars: Ohhh!
  • Mr. Conductor 1: They screamed.
  • Cars: We can't! We won't!
  • Mr. Conductor 1: Some of their brakes snapped, and the gear jammed in the sleepers.
  • Diesel: Grrrr!
  • Duck: Ha, ha, ha!
  • Mr. Conductor 1: Chuckled Duck. Diesel recovered and try to push the cars back, but they wouldn't move. Duck ran quietly around to collect the other cars.
  • Duck: Thank you for arranging these, Diesel. I must go now.
  • Diesel: Don't you want this lot?
  • Duck: No thank you.
  • Mr. Conductor 1: Diesel gulped.
  • Diesel: And I've taken all this trouble? Why didn't you tell me?
  • Duck: You never asked me. Besides.
  • Mr. Conductor 1: Said Duck.
  • Duck: You were having such fun being revo-whatever-it-was-you-said. Goodbye.
  • Diesel: Grrrr!
  • Mr. Conductor 1: Diesel had to help the workmen clear the mess. He hated it. All the cars were laughing and singing at him.
  • Cars: Cars are waiting in the yard, tackling them with ease'll, show the world what I can do, gaily boasts the Diesel, in and out he creeps about, like a big black weasel, when he pulls the wrong cars out, Pop Goes The Diesel!
  • Diesel: Grrr!
  • Mr. Conductor 1: Growled Diesel, and scuttled away to sulk in the shed.
  • (Pop Goes The Diesel ends)
  • Mr. Conductor 1:

Ad blocker interference detected!

Wikia is a free-to-use site that makes money from advertising. We have a modified experience for viewers using ad blockers

Wikia is not accessible if you’ve made further modifications. Remove the custom ad blocker rule(s) and the page will load as expected.