The Aristocats 2: Thomas O'Malley's Fame is the sequel to The Aristocats and a YTV Crossover.


  • This 1993 adaptation has characters from Pokemon, Tiny Toon Adventures, Hoop-a-Joop, Totally Spies, What's New, Scooby-Doo?, Static Shock, WarioWare, The Amazing Spiez, Yu-Gi-Oh!, Mucha Lucha, Sonic X, Phantom Investigators, Donkey Kong Country, Cardcaptors, Xiaolin Showdown, Loonatics Unleashed, Jackie Chan Adventures, Star Fox, The Powerpuff Girls, W.I.T.C.H., Magical Doremi, Tetris Attack, The Winx Club and Mew Mew Power. One day, they help Duchess, Thomas O'Malley, Marie, Toulouse and Berlioz on their trip to fame. Unaware to the gang, Team Rocket and The Greaser Dogs try to be wild cats, but to no avail. After that, Thomas O'Malley is pleased to have fame.


From Shining Time Station

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

From Pokemon

  1. Ash Ketchum (Veronica Taylor)
  2. Mary (Kerry Williams)
  3. Misty (Rachael Lillis)
  4. Brock (Eric Stuart)
  5. Jessie (Rachael Lillis)
  6. James (Eric Stuart)
  7. Meowth (Maddie Blaustein)
  8. Wobbuffet (Kayzie Rogers)

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)

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 Totally Spies

  1. Sam Simpson (Jennifer Hale)
  2. Clover (Andrea Baker)
  3. Alex (Katie Griffin)

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 Static Shock

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

From WarioWare

  1. Wario (Tony Sampson)
  2. Waluigi (Jim Cummings)
  3. Jimmy T. (Peter Kelamis)
  4. Jimmy P. (Peter Kelamis)
  5. Mona (Stephanie Morgenstern)
  6. Dribble (Tom Kenny)
  7. Spitz (Andrew Sabiston)
  8. Kat (Jocelyne Loewen)
  9. Ana (Jocelyne Loewen)
  10. 9-Volt (Candi Milo)
  11. 18-Volt (Matt Hill)
  12. Dr. Crygor (Maurice LaMarche)
  13. Mike The Karaoke Robot (Carlos Alazraqui)
  14. Penny Crygor (Kelly Sheridan)
  15. Orbulon (Frank Welker)
  16. Ashley (Nicole Oliver)
  17. Young Cricket (Danny Cooksey)
  18. Master Mantis (Rob Paulsen)

From The Amazing Spiez

  1. Lee Clark (Andrew Sabiston)
  2. Tony Clark (Julie Lemieux)
  3. Marc Clark (Peter Cugno)
  4. Megan Clark (Alyson Court)

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 Mucha Lucha

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

From Sonic X

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

From Phantom Investigators

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

From Donkey Kong Country

  1. Donkey Kong (Richard Yearwood)
  2. Diddy Kong (Andrew Sabiston)

From Cardcaptors

  1. Sakura Avalon (Carly McKillip)
  2. Meilin Rae (Nicole Oliver)
  3. Madison Taylor (Maggie Blue O'Hara)
  4. Rita Sasaki (Stevie Bloch)
  5. Chelsea Mihara (Jocelyne Loewen)
  6. Nikki Yanagisawa (Kelly Sheridan)

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 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 Star Fox

  1. Fox McCloud (Yuri Lowenthal)
  2. Falco Lombardi (Derek Stephen Prince)
  3. Krystal (Stephanie Morgenstern)
  4. Slippy Toad (Tom Gibis)
  5. Peppy Hare (Michael Lindsay)

From The Powerpuff Girls

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

From W.I.T.C.H.

  1. Will Vandom (Kelly Stables)
  2. Irma Lair (Candi Milo)
  3. Taranee Cook (Kali Troy)
  4. Cornelia Hale (Christel Khalil)
  5. Hay Lin (Liza del Mundo)

From Magical Doremi

  1. Dorie Goodwyn (Amy Palant)
  2. Reanne Griffith (Rebecca Soler)
  3. Mirabelle Haywood (Kether Donahue)

From Tetris Attack

  1. Yoshi (Andrew Sabiston)
  2. Lakitu (Tom Kenny)
  3. Bumpty (Brianne Siddall)
  4. Poochy (Frank Welker)
  5. Flying Wiggler (Stephanie Morgenstern)
  6. Prince Froggy (Rodger Bumpass)
  7. Gargantua Blargg (Danny Cooksey)
  8. Lunge Fish (Carlos Alazraqui)
  9. Raphael The Raven (Phil LaMarr)

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 Mew Mew Power

  1. Zoey Hanson (Amanda Brown)
  2. Corina Bucksworth (Andi Whaley)
  3. Bridget Verdant (Bella Hudson)
  4. Kikki Benjamin (Kether Donahue)
  5. Renee Roberts (Mollie Weaver)

From CatDog

  1. Cliff Feltbottom (Tom Kenny)
  2. Lube Ignatius (Carlos Alazraqui)
  3. Shriek Dubois (Maria Bamford)

From The Aristocats

  1. Duchess (Eva Gabor)
  2. Thomas O'Malley (Phil Harris)
  3. Marie (Liz English)
  4. Toulouse (Gary Dubin)
  5. Berlioz (Dean Clark)

Thomas Stories

  1. Thomas Gets Tricked
  2. Trust Thomas
  3. Thomas and The Rumours
  4. Thomas and The Conductor
  5. Thomas Goes Fishing
  6. Thomas and The Jet Engine
  7. Thomas and The Special Letter
  8. Hooray For Thomas

Jukebox Band

  1. You Spin Me Right Round


  • This is the sequel to The Aristocats.
  • Kimiko is wearing her The Apprentice outfit.
  • It is revealed that Chelsea is obsessed with baby kittens.
  • The Amazing Spiez make an appearance.
  • As revealed in WarioWare Smooth Moves, Penny has a cat named Maisy.


  • (We open this film with the Walt Disney Pictures logo, then Everybody Wants To Be A Cat)
  • Scat Cat: Well, little lady, let me elucidate here Everybody wants to be a cat Because a cat's the only cat Who knows were it's at.
  • Thomas O'Malley: Tell me! Everybody's pickin' up on that feline beat 'Cause everything else is obsolete.
  • Scat: Strickly high button shoes!
  • Thomas O'Malley: A square with a horn Makes you wish you weren't born.
  • Scat: Everytime he plays.
  • Tom: But, with a square in the act You can set music back.
  • Scat: To the cave man days Cha cha ba dum bo day.
  • Tom: I've heard some corny birds Who tried to sing.
  • Scat: But still a cat's the only cat Who knows how to swing.
  • Billy Boss the Russian Cat: Who wants to dig a long-haired gig Or stuff like that...
  • Tom and Scat: ...When everybody wants to be a cat? A square with a horn Makes you wish you weren't born Everytime he plays.
  • Tom: Oh a rinky tinky tinky.
  • Tom and Scat: With a square in the act You can set music back To the cave man days.
  • Marie: Oh a rinky tinky tinky.
  • Marie, Tom and Scat: Yes, everybody wants to be a cat Because a cat's the only cat Who knows where it's at While playin' jazz You always has a welcome mat 'Cause everybody digs a swinging cat.
  • Shun Gon the Chinese Cat: Oh, boy, fellas, lets rock this joint!
  • Billy Boss the Russian Cat: Ha ha! Groovy, cats! Ha ha ha ha ha ha ha ha!
  • Shun Gon the Chinese Cat: Shanghai, Hong Kong, Egg Foo Yong! Hya ha ha ha ha ha! Fortune cookie always wrong! Hya ha ha! Now, that's a hot one! Hye he he!
  • (Harp begins)
  • Duchess: If you want to turn me on Play your horn, don't spare the tone And blow a little soul into the tune.
  • Tom: Let's take it to another key.
  • Scat: Modulate, and wait for me I'll take a few ad-libs and pretty soon....
  • Tom: The other cats will all commence Congregatin' on the fence Underneath the alley's only light.
  • Duchess: Where every note is out of sight.
  • (Jazz music begins again)
  • Scat & Crew: Everybody, everybody, everybody wants to be a cat!
  • Scat: Hallejuah!
  • Scat & Crew: Everybody, everybody, everybody wants to be a cat!
  • Scat: I'm telling you!
  • Scat & Crew: Everybody, everybody, everybody wants to be a cat!
  • Scat: Yeah!
  • Scat & Crew: Everybody, everybody, everybody wants to be a cat!
  • Scat: Mmmm!
  • Scat & Crew: Everybody, everybody, everybody wants to be a cat!
  • Scat: Hallejuah!
  • Scat & Crew: Everybody, everybody, everybody wants to be a cat...!
  • Scat: I'm telling you...!
  • (The film then finds the YTV characters in the Aristocats universe)
  • Ash: Wow, look at that.
  • Raimundo: It sure is a place here.
  • Mel: We're having a sequel.
  • Meilin: An exciting sequel.
  • Shaggy: Like, there's lots of excitement here.
  • Ash: When cats get fleas, they go wild. Ha ha.
  • (Lexi pounds Ash over the head with her fist)
  • Ash: Wagh! Ow.
  • Lee: Whoa!
  • Jericho: That's gonna leave a mark.
  • Lexi: This isn't funny, Ash! Cats don't have fleas!
  • Babs: Calm down, aunt Lexi.
  • Diddy: If only The Aristocats arrive.
  • (The Aristocats arrive indeed)
  • The Aristocats: Hey there.
  • Ash: (getting up) Wow, it's The Aristocats.
  • Mary: They came here to help us.
  • Sakura: We've been expecting you.
  • Madison: What have you got there?
  • Duchess: We're going on a trip to fame.
  • Thomas O'Malley: We can help you too.
  • Dribble: That's awesome.
  • Spitz: Count us in.
  • (The Conductors appear)
  • Mr. Conductor 3: And so do us.
  • Rikochet: Mr. Conductors 1, 2 and 3.
  • Flea: The Flea is so happy to have you here.
  • Mr. Conductor 2: Oh yes. Today, we're going on the road to fame.
  • Virgil: See, Rich? They're helping us.
  • Richie: Have you heard about the beginning of the Island of Sodor?
  • Mr. Conductor 1: That's right. Thomas had his first day on the island. Let me explain.
  • (Mr. Conductor 1 blows his whistle and Thomas Gets Tricked starts)
  • Mr. Conductor 1: Thomas is a tank engine who lives at the big station of the Island of Sodor. He's a cheeky little engine with six small wheels, a short stumpy funnel, a short stumpy boiler and a short stumpy dome. He's a fussy little engine too. Always pulling coaches about ready for the big engines can take on long journeys. And when trains come in, he pulls the empty coaches away so that the big engines can go on rest. Thomas thinks no engine works has hard as he does. He loves playing tricks on them, including Gordon the biggest and proudest engine of all. Thomas likes to tease Gordon with his whistle.
  • Thomas: Wake up, lazybones. Why don't you work hard like me?
  • Mr. Conductor 1: One day after pulling the big express, Gordon had arrived back on the sidings very tired. He was just going to sleep when Thomas came up in his cheeky way.
  • Thomas: Wake up, lazybones. Do some hard work for a change. You can't catch me!
  • Mr. Conductor 1: And off he ran laughing. Instead of going to sleep again, Gordon thought how he can back at Thomas. One morning, Thomas wouldn't wake up. His driver and fireman couldn't make him start. His fire went out and there was not enough steam. It was nearly time for the express. People are waiting, but the coaches weren't ready. At last, Thomas started.
  • Thomas: Oh dear, oh dear!
  • Mr. Conductor 1: He yawned. He fussed into the station where Gordon was waiting.
  • Gordon: Hurry up, you!
  • Mr. Conductor 1: Said Gordon.
  • Thomas: Hurry up yourself.
  • Mr. Conductor 1: Replied Thomas. Gordon the proud engine began making his plan to teach Thomas a lesson for teasing him. Almost before the coaches had stopped moving, Gordon reversed quickly and was coupled to the train.
  • Gordon: Get in quickly, please!
  • Mr. Conductor 1: He whistled. Thomas usually pushed behind the big trains to help them start, but he was always uncoupled first. This time, Gordon start so quickly they forgot to uncouple Thomas. Gordon's chance had come.
  • Gordon: Come on, come on!
  • Mr. Conductor 1: Puffed Gordon to the coaches. The train went faster and faster. Too fast for Thomas, he wanted to stop, but he couldn't.
  • Thomas: Peep peep! Stop, stop!
  • Gordon: Hurry, hurry, hurry!
  • Mr. Conductor 1: Laughed Gordon.
  • Coaches: You can't get away, you can't get away!
  • Mr. Conductor 1: Laughed the coaches. Poor Thomas was going faster than he had ever gone before. He was out of breath and his wheels hurt him, but he had to go on.
  • Thomas: I shall never be the same again.
  • Mr. Conductor 1: He though sadly.
  • Thomas: My wheels will be quite worn out.
  • Mr. Conductor 1: At last, they stopped at the station. Thomas was uncoupled and he felt very silly and exhausted. Next he went on to the turntable thinking of everyone laughing at him. And then he ran on to a siding out of the way.
  • Gordon: Well, little Thomas.
  • Mr. Conductor 1: Chuckled Gordon.
  • Gordon: Now you know what hard work means, don't you?
  • Mr. Conductor 1: Poor Thomas couldn't answer. He had no breath. He just puffed slowly away to rest and had a long long drink.
  • Thomas: Maybe I don't have to tease Gordon to feel important.
  • Mr. Conductor 1: Thomas thought to himself. And he puffed slowly home.
  • (Thomas Gets Tricked ends)
  • Mr. Conductor 1:

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