- Count von Count as Ludwig von Drake
- Horatio the Elephant as Dumbo
- Lightning as Bambi
- Cinderella as Cinderella
- Grundgetta as Cruella de Vil
- Prince Charming as Prince Charming
- Snow White as Snow White
- The Genie as Genie
- The Queen of Nacho Picchu as Princess Jasmine
- Aladdin as Aladdin
- Elmo as Peter Pan
- Abby Cadabby as Tinker Bell
- Annie Afghan as Lady
- Dieter Dachshund as Tramp
- Grover as Lumiere
- Mr. Johnson as Cogsworth
- Harvey Kneeslapper as Bashful
- Benny Rabbit as Grumpy
- Professor Hastings as Sleepy
- Stinky the Stinkweed as Happy
- Snuffy as Sneezy
- Forgetful Jones as Dopey
- Guy Smiley as Doc
- Big Bird as Ichabod Crane
- Farley as Mowgli
- Papa Bear as Baloo
- Frazzle as The Headless Horseman
- Sleeping Beauty as Princess Aurora
- Grandmother Happy as Mrs. Potts
- Charlie (Anything Muppet) as Chip
- Bert as Timon
- Ernie as Pumbaa
- Zoe as Ariel
- Miss Finch as Ursula
- Kermit the Forg as Quasimodo
- Rosita as Esmeralda
- Cookie Monster as Beast
- Betty Lou as Belle
- Oscar the Grouch as Captain Hook
- Sky Blue Honker as Mr. Smee
- The Two-Headed Monster as Tweedle-Dee and Tweedle-Dum
- Little Chrissy and the Alphabeats as Donald Duck, Jose Carioca and Panchito Pistoles
- Roxie Marie as Pocahontas
- Mr. Jerry as Roy E. Disney
- Stuie Monster as Mad Hatter
- Prairie Dawn as Alice
- Grizzy as The Queen of Hearts
- Rocky as The Cheshire Cat
- Kingston Livingston III as Johnny Appleseed
- Telly Monster as Mr. Toad
- Hard Head Henry Harris as Casey
- Gus Hopper as Jiminy Cricket
- Geppetto as Geppetto
- Pinocchio as Pinocchio
- Shark as Monstro
- Biff as Hercules
- Sully as Philoctetes
- Grouch Mayor as Hades
- Luke Piewalker as King Arthur
- The Amazing Mumford as Merlin
- Tough Eddie as Sir Kay
- Sally Messy Yuckyael as Madam Mim
- Simba as Young Simba
- Chicago the Lion as Mufasa
- Garbo Gorilla as Rafiki
- Gary Grouch as Scar
- The Three Little Pigs as Three Little Pigs
- The Big Bad Wolf as The Big Bad Wolf
- Poco Loco as Iago
- The Evil Prime Minister as Jafar
- Humphrey as Robin Hood
- Grandpa Grouch as Prince John
- Mike the Ladybug as Cri-Kee
- Mr. Dragon as Mushu
- Umeko as Mulan
- Ernest the Grouch as LeFou
- Zostic as Gaston
- Sandy the Snake as Kaa
- Osvaldo, el Gruñón as Shere Khan
- Little Bird as The Aracuan Bird
- Park Ranger Squirrel as Ranger Woodlore Aubudon
- Elizabeth, Jerome and Mario as Wendy, Michael and John Darling
- Honkers as Pink Elephants
- Preston Rabbit as Brer Rabbit
- Lothar the Grouch as Brer Fox
- Othmar the Grouch as Brer Bear
- Twiddlebugs as Dalmatian Puppies
- Bruno the Trashman as Paul Bunyan
- The Martians as Chip 'n' Dale
- Roosevelt Franklin's Mother as Kanga
- Roosevelt Franklin as Roo
- Herry Monster as Tigger
- Bug as Piglet
- Baby Bear as Winnie the Pooh
Count von Count: Where does everyone sit? Let me see... Hmm...
We got Horatio to the left, and we got Lightning to the right,
then Cinderella, and Grundgetta, and Prince Charming and Snow White.
The Genie's next to the Queen of Nacho Picchu and Aladdin and his lamp,
along with Elmo and Abby Cadabby and Annie and the Dieter.
Here's Grover the blue monster, and Mr. Johnson, he's the customer,
There's Harvey, Benny, Professor Hastings, Stinky the Stinkweed, Snuffy, Forgetful Jones, Guy Smiley.
Table Nine has Big Bird, by Farley and Papa Bear,
Frazzle's Table Seven, and his head's at Table Two.
Over here is Sleeping Beauty. Ooh, someone wake her up!
From Beauty and the Beast, we got Grandmother Happy and Charlie.
Bert and Ernie, Zoe, and Miss Finch in her shell,
Kermit the Forg's next to Rosita, Cookie Monster is next to Betty Lou.
Oscar the Grouch, now here's where he goes, here's where Sky Blue Honker goes.
The Two-Headed Monster goes right behind Little Chrissy and the Alphabeats.
Roxie Marie, that's where she goes, by Mr. Jerry, that's where he goes,
'Cause movie stars have egos and you gotta treat 'em right!
Stuie Monster's next to Prairie Dawn, Grizzy and Rocky,
Kingston Livingston III and Telly Monster and Hard Head Henry Harris and his bat.
Gus Hopper and Geppetto and Pinocchio, little elf!
And the shark in the corner gets a table to himself.
We got Biff, Sully, and the Grouch Mayor next to him,
Luke Piewalker's next to Mumford and Tough Eddie's by Sally Messy Yuckyael.
There's Simba by Chicago and Garbo Gorilla next to Gary Grouch,
Three Little Pigs, the Big Bad Wolf, Poco Loco and the Evil Prime Minister.
Humphrey, Grandpa Grouch, Mike the Ladybug, Mr. Dragon, and Umeko.
Here's Ernest the Grouch and there's Zostic, then there's Sandy the Snake and here's Osvaldo, el Gruñón.
And the crazy Little Bird, and here's a Park Ranger Squirrel,
we got Elizabeth, Jerome, Mario, I could just go on and on!
Honkers, Preston Rabbit, and Lothar the Grouch and Othmar the Grouch.
Here's a hundred cute Twiddlebugs-Whoop! They need another chair!
Bruno the Trashman, The Martians, and then there's Roosevelt Franklin's Mother and there's Roosevelt Franklin...
Right next to Herry and to Bug and to Baby - He's the Bear.