Disney Heroes vs. Villains

Disney Heroes vs Villains is a spin-off tournament created by acemckillayoface.

Number of Rounds (Part 1): 14

Round 1

 * Prologue (featuring Prince Philip, Maleficent, Flora, Fauna, and Merryweather, Hades, Jafar, Ursula, Scar, Queen Grimhilde, Cruella De Ville, Captain Hook, Lady Tremaine, Frollo, Gaston, and Zeus)
 * Aladdin vs Hades (also featuring The Sultan, Princess Jasmine, Abu, Genie, and The Flying Carpet)
 * Snow White vs Dr. Facilier


 * Peter Pan vs Frollo and the Ringmaster (also featuring Tinker Bell)


 * Tramp vs Roscoe and Desoto (also featuring Bill Sykes, Lady, Jock, and Trusty)


 * Bernard and Bianca vs Ratigan (also featuring Orville, Fidget, and Evinrude)


 * Mickey Mouse vs Maleficent (also featuring Yen Sid, Minnie Mouse, and Goofy)

Round 2

 * King Triton vs Jafar (Featuring Ursula, Ariel, and Flounder)


 * Bambi vs Gaston (Featuring Percival C. McLeach, Bambi's Mother, and the Great Prince of the Forest)


 * Robin Hood vs The Queen of Hearts (Featuring Prince John, Little John, Maid Marian, Sir Hiss, and Lady Kluck)


 * Quasimodo vs Lady Tremaine (Featuring Drizella Tremaine and Anastasia Tremaine)


 * Mowgli vs Scar (Featuring Banzai, Shenzi, and Ed, Shere Khan, Baloo, and Bagheera)


 * Aladdin vs Madame Mim (Featuring Iago, Jasmine, the Flying Carpet, Genie, and Abu)


 * The Beast vs The Evil Queen (Featuring The Magic Mirror, Lumiere, Belle, Mrs. Potts, and Chip)


 * Hercules and Aladdin vs Pete (Featuring Pain and Panic, Philoctetes, the Flying Carpet, Genie, and Abu)

Round 3

 * The League of Extraordinary Gentlemice vs Lucifer (Featuring Basil of Baker Street, Bernard, Bianca, Roquefort, Timothy Q. Mouse, Jaq, Gus, Doctor Dawson, Jake, Toby, Professor Ratigan, and Orville)
 * Simba vs McLeach (Featuring Zazu, Timon, Pumbaa, Nala, and Joanna)
 * Ariel vs Captain Hook and Monstro (Featuring Captain Hook's Pirates, Mr. Smee, Flounder, and Sebastian)
 * The Lost Boys vs Frollo's Forces (Featuring Stromboli, Foulfellow and Gideon, Tinker Bell, Peter Pan, and The Coachman)
 * Tarzan vs Kaa (Featuring Shere Khan and Jane Porter)  (guest starring Hista only as cameo)
 * Taran vs Sykes (Featuring Hen Wen, Eilonwy, Fflewddur Fflam, Roscoe and Desoto, The Horned King, and The Horned King's Barbarian Guards)
 * Donald and Goofy vs Shan-Yu (Featuring Hayabusa the Falcon, and The Hun Army)
 * Sad Cutscene (Featuring Timothy, Dumbo, Bianca, Basil, Mrs. Jumbo, Frollo, the Coachman, Ratigan, Jaq, Gus, Roquefort, Jake, Evinrude, Bernard, and Doctor Dawson)

Round 4

 * The Forces of Merlin vs The Forces of Maleficent (Featuring Merlin, Prince Philip, Flora, Fauna, and Merryweather, The Fairy Godmother, Archimedes, Ariel, Diablo, Maleficent, the Horned King, Yzma, Bill Sykes, Roscoe and Desoto, Lady Tremaine, Lucifer, Arthur, The Wolf, and Maleficent's Goons)


 * Gantu vs Jim Hawkins (Featuring Doctor Doppler and Captain Amelia)


 * Esmerelda vs Dr. Facilier (Featuring Quasimodo, Facilier's Shadow Demons, Clopin, Djali, and Frollo)


 * Genie vs Ursula & Morgana (Featuring Jafar, Flotsam and Jetsam, and Cloak and Dagger)


 * Jafar & Abis Mal vs Mulan (Featuring Jafar's Dark Horsemen, The Chinese Imperial Army, Captain Li Shang, Yao, Ling, and Chien Po, Mushu, and Cri-Kee)


 * Battle For the Native Land (Featuring Governor Ratcliffe, Commander Rourke, Clayton, Kenai, Koda, Rutt and Tuke, Chief Powhatan, Pocahontas, Ratcliffe's Army, The Powhatan Warriors, and Kocoum)


 * Forte vs Quasimodo (Featuring the Beast, Mulan, Mushu, and Cri-Kee)

Round 5

 * Buzz Lightyear vs Long John Silver
 * Milo and Kida vs Lady Tremaine
 * Pocahontas vs Rourke
 * Timon and Pumbaa vs Alameda Slim
 * O'Malley and the Alley Cats vs Cruella DeVille
 * Hercules vs Yzma and her animals
 * Mulan and Beast vs Forte

Round 6

 * Kenai, Koda, and Bambi vs The Black Bear
 * Maggie, Grace, and Mrs. Calloway vs Zira
 * Peter Pan vs the Queen of Hearts, Captain Hook, and Prince John
 * Phoebus vs Shan Yu
 * Robin Hood vs Pete
 * Zeus vs Erik Hellstrom
 * Pongo and Perdita vs Edgar
 * Stitch and the League of Gentlemice vs Ratigan
 * Simba vs Shere Khan

Round 7

 * Hercules vs Gaston
 * Lilo and Stitch vs Warp Darkmatter and Zurg
 * Prince Naveen vs Madame Medusa
 * Merlin vs Hades and Jafar
 * Beast vs Clayton
 * Aladdin vs the Sheriff of Nottingham
 * Kuzco and Pacha vs Shenzi, Banzai, and Ed
 * Pooh and Friends vs Brer Fox and Brer Bear

Round 8

 * Mad Hatter, March Hare, and Toad vs. Frollo
 * Tarzan and Mowgli vs. Zira and Clayton
 * Sarah Hawkins vs. Captain Hook
 * Peter and Jim vs. Abis Mal
 * Sir Ector and Kay vs. Prince John and Pete
 * The Disney Dogs vs. The Forces of Cruella (Part 1)
 * The King and Grand Duke vs. Queen of Hearts and Shan Yu
 * The Circus Show
 * The League of Extraordinary Gentlemice vs Lucifer (Re-Match)
 * The Disney Dogs vs. The Forces of Cruella (Part 2)
 * The Seven Dwarfs vs. The Horned King
 * Clopin vs. Amos Slade
 * Forces of Aladdin and Hercules vs. The Forces of The Evil Queen (guest starring Pooh, Piglet Tigger, Rabbit, Eeyore and Roo)

Round 9

 * Denahi vs. Shere Khan
 * Bambi and Tod vs. Alameda Slim and Amos Slade
 * Robin Hood and Taran vs. Sa'Luk
 * John Smith and Pocahontas vs. Captain Hook
 * Escape From the Horned King's Castle (guest starring Princess Kida)
 * Maurice vs. The Headless Horseman
 * Prince Eric vs. Marina Del Ray and Monstro
 * Peter Pan's Crew vs. Friends on the Other Side
 * The Forces of Buzz Lightyear vs. Hamsterviel and Ratigan
 * Donald and Goofy vs. Pain, Panic, Nessus, and Hydra
 * Tiana, Naveem, Kuzco and Pacha vs. The Witches of Morva

Round 10

 * Figaro & Cleo vs. Si & Am
 * Mickey Mouse vs. Ratigan (guest starring Tyrannosaurus Rex)
 * The Castle Inhabitants vs. Abis Mal
 * Jasmine & Shang vs. Madam Mim & Willie The Giant
 * The Battle Under The Sea (guest starring Milo's Crew)
 * The Spring Sprite vs. Hades
 * Stitch vs. McLeach
 * Pooh & Friends vs. Dr.Facilier (guest starring Jasmine)
 * Aladdin vs. Prince John
 * Hercules vs. Jafar
 * The Forces Of Bambi vs. The Forces Of Cruella

Round 11

 * Tarzan vs. Rourke
 * Timon & Pumbaa vs. Sabor
 * Peter vs. Lumpjaw vs. The Cheshire Cat
 * Pinocchio & Skippy vs. Jack-In-The-Box
 * The Forces Of Beast vs. The Forces Of Frollo
 * Panchio, Joes, and Pecos Bill vs. Alameda Slim's Posse
 * Forces of Hercules vs. Forces of the Horned King and Evil Queen (Part 1)
 * Simba and Nala vs. Ratcliffe
 * Team Human Again vs. Yzma and the Witches of Morva
 * Forces of Hercules vs. Forces of The Horned King and Evil Queen (Part 2)
 * Kerchak vs. Scar's Forces

Round 12

 * Beast vs Humbert the Huntsman
 * Pocahontas and John Smith vs Denahi
 * Buzz Lightyear vs Rourke
 * The Forces of Peter Pan vs the Forces of Zurg
 * Hercules vs Willie the Giant
 * The Forces of Beast vs Dr. Facilier
 * Simba vs Tarzan (Hero Battle)
 * Breakout of Prince John's Castle (Featuring Aladdin, Abu, Jasmine, Hercules, Peagusus, Phil, Mickey, Donald, Goofy, Pluto, Robin Hood, Little John, Maid Marian, Lady Kluck, Mr. Toad, Ratty, Moley, Pheobus, Esmeralda, Clopin, Taran, Eilonwy, Gurgi, Pooh, Piglet, Tigger, Rabbit, Eeyore, Roo, Yao, Ling, Chin-Po, Mad Hatter, March Hare, The King, The Grand Duke, Sir Ector, Sir Kay, Sarah Hawkins, Willie the Giant, Prince John, Sir Hiss, The Sheriff of Nottigham, Prince John's Army, Pete, The Beagle Boys, Queen of Hearts, and The Card Soldiers)
 * Escape From the Forbidden Mountains (Featuring Merlin, Fona, Fauna, Merryweather, Prince Phillip, Tiana, Naveen, Louis, Ray, Kuzco, Pacha, Cinderella, Maurice, Maleficent, Yzma, Odin, Madam Mim, The Witches of Morva, and The Headless Horseman)
 * Battle of the Circus (Featuring Lilo, Stitch, the Crows, Fagin, 101 Dalmatains, Oliver and Company,Lady, Tramp, The Alley Cats, O'Malley, Duchess, kittens, Basil, Dawson, Olivia, Bernard, Bianca, Toulouse, Jake, Orville, Jaq, Gus, Timothy, Dumbo, Figaro, Cleo, Peter, Sasha, Sonia, Ivan, Lost Boys, Wendy, John, Michael, Penny, Cody, Brer Rabbit, Bongo, Stromboli, Foulfellow, Gideon, The Coachman, Jack in the Box, Lumpjaw, Pink Elephants, Heffalumps and Woozles)
 * Seige on the Evil Queen's Castle (Featuring Quasimodo, Mulan, Mushu, Beast, Belle, Lumiere, Cogsworth, Mrs. Pots, Hugo, Victor, Laverne, the Seven Dwarfs, Shan Yu, Lady Tremaine, Anastasia, Drizella, and Ratigan)

Round 13

 * Prologue
 * Battle of Grimhilde's Castle (Part 1)
 * Battle of Planet Z
 * Prologue
 * Battle for the Native Land (The Ships Part 1)
 * Battle for the Native Land (The Shore)
 * Battle for the Native Land (The Ships Part 2)
 * Interlude
 * Battle of Grimhilde's Castle (Part 2)
 * Interlude
 * Prologue
 * Hercules vs. Eric Hellstrom (Guest Starring: Ymir, the Chaos Lord of Ice and Surt, the Chaos Lord of Fire)
 * THE BATTLE FOR THE FORCES OF NATURE
 * Part 1: The Chase
 * Part 2: Tarzan vs. The Hyenas
 * Part 3: The Ambush
 * Part 4: Copper Attacks
 * Part 5: Protect the Spring Sprite
 * Part 6: Bambi vs. Gaston (REMATCH)
 * Part 7: Reunion
 * Part 8: Defend the King
 * Part 9: Chesire Cat Returns
 * Part 10: The Heroes Converge
 * Part 11: The Firebird Arrives
 * Part 12: Simba and Tarzan vs. Scar and Shere Khan
 * Emotional Cutscene
 * Epilogue

Round 14

 * Prologue
 * Mickey, Donald, and Goofy vs. Pete's Alliance
 * The Battle for Agrabah
 * Prologue (2)
 * The Titans Attack!
 * The Battle for the Sea
 * Interlude
 * The Battle for Pride Rock
 * Prologue (3)
 * Battle for the Underworld
 * Battle of Bald Mountain (Part 1)
 * Prologue (4)
 * Battle of Bald Mountain (Part 2)
 * Epilogue

Maleficent's Return
A long time ago, in a land far away, the wicked fairy Maleficent cursed the princess Aurora to an eternal slumber. Aided by the three good fairies Flora, Fauna, and Merryweather, Aurora's love Prince Philip battled Maleficent, who took on the form of a terrible dragon. The battle was fierce, but Philip, wielding a sword blessed by the good fairies magic, struck down Maleficent. It was believed that her evil had been ended for all time, but that was not the case.

In recent years, Maleficent, her soul damned to the Underworld after her death, managed to recover enough of her power to access the palace of Hades, god of the dead. Having gotten Hades' attention, Maleficent told him that she had been planning a scheme to gather the forces of darkness throughout the world to usher in a new age of evil. She only needed Hades to restore her to the land of the living to begin her plot. In return, Maleficent promised to give Hades the opportunity and power to depose Zeus, king of the gods and Hades' brother and long-standing rival. Intrigued, Hades agreed. On Maleficent's suggestion, Hades flew out to begin by striking at the Middle Eastern city of Agrabah.

Arriving in Agrabah, Hades easily dethroned the Sultan. Seeing this, the former thief Aladdin, lover of the Sultan's daughter Princess Jasmine, went to confront the evil god, but Hades destroyed the balcony Aladdin was standing on with a fireball. Thankfully, the powerful Genie cushioned Aladdin's fall by transforming himself into a couch. Jasmine joined Aladdin in the courtyard on his Flying Carpet, and Aladdin leapt on to face Hades in the air. Hades knocked them back to earth with a blast of hellfire, then started to destroy the city around them. The Genie stretched himself out like a bridge so that the others could get to safety. As Aladdin and friends fled the city, Hades claimed Agrabah for himself.

On the orders of Queen Grimhilde, who envied the beauty of the princess Snow White, the voodoo witch doctor Facilier cornered her in a field of flowers. When Facilier tried to get Snow White to come with him, she fled into the nearby forest. Giving chase, Facilier used his voodoo powers to summon terrifying illusions to torment the princess. Snow White was so overcome with fear that she fainted, allowing Facilier to take her captive.

In France, Judge Claude Frollo was invited by a famous Ringmaster to attend his circus. Though Frollo was skeptical of the idea, he decided to tolerate the request. At the same time, the flying boy Peter Pan, decided to amuse himself by crashing the circus. Seeing Pan flying about, Frollo believed him to be a witch and ordered his men to arrest the youth. Not taking kindly to Pan's intrusion, the Ringmaster also joined the fray, using his whip to attack Pan, though he evaded the attack. Knocking aside Frollo's guards, Pan chased the Ringmaster across the ring, making him trip and fall into a bucket of water, humiliating him. While Pan and his fairy friend Tinker Bell laughed at the Ringmaster's misfortune, Frollo ordered his men to throw ropes around Pan and drag him down. As Pan was tied up and dragged away to be executed for witchcraft, Tink flew away to find help.

The crime boss Bill Sykes was prowling a neighborhood, searching for an item sought by his newest acquaintance. Sykes' dogs Roscoe and Desoto were sent in to search one particular house inhabited by fellow canines Lady, Jock, and Trusty, who they threatened in an attempt to force them out. Seeing what was happening, Lady's mate Tramp lept in to face them. Tramp managed to hold his own against the two larger dogs, and it seemed that he would come out on top. However, the fight was brought to a premature end when Sykes honked his horn for the dogs to return, having found what he was looking for. Roscoe and Desoto reluctantly departed with Sykes as Tramp comforted Lady.

The master criminal Professor Ratigan, looking to take over the world of rodents, set out to bump off any small heroes who may interfere in his grand scheme. His first targets were two agents of the Rescue Aid Society, Bernard and Bianca. As Bernard and Bianca were flying on their seagull ally Orville's back through London, Ratigan and his thug Fidget pursued them in their hot air balloon. Noticing their pursuer, Bernard and Bianca attempted to alert Orville, but Ratigan managed to ram them, sending Orville plummeting out of the sky. Fortunately, the dragonfly Evinrude arrived and helped slow Orville's descent and get him back into a flying position. Angered by this, Ratigan moved to pursue them again. Feeling they were going too slow, Ratigan threw Fidget out and started peddling the balloon himself. He again managed to ram into Orville but this time, he knocked Bernard and Bianca off the bird's back. But as Ratigan soon discovered, he hadn't been paying attention to where he was going and crashed into Big Ben as Bernard and Bianca safely parachuted down.

Maleficent, ready to show the world she had returned for vengeance, attempted to take out the powerful sorcerer Yen Sid, knowing he was one of the greatest threats to her plan. Seeking Yen Sid at his tower, Maleficent instead found the sorcerer's apprentice, Mickey Mouse. Mickey donned Yen Sid's hat, the source of his great powers, to defend himself. Maleficent fired a bolt of lightning at Mickey but Mickey caught it, turned it into a ball of energy, and threw it back at Maleficent. Maleficent quickly put up a shield to protect herself, then summoned a flood to drown Mickey. Maleficent then took command of the water, thrashing Mickey around and suck him down a whirlpool, sending him to parts unknown. At that moment, Yen Sid arrived and began to use his own magic to counter Maleficent's. As he was charging up an attack, however, Maleficent blasted Yen Sid with a powerful bolt of magic. When the smoke from the blast cleared, Maleficent and Yen Sid were gone. When Goofy and Minnie Mouse, Mickey's friends, arrived, all they could find was Mickey's hat.

The Fight Back
The evil vizier of Agrabah, Jafar, an ally of Maleficent, traveled to the undersea kingdom of Atlantica to recruit the sea witch Ursula to Maleficent's side. Ursula agreed, so long as Jafar helped her to overthrow King Triton, ruler of the seas, and bring his Trident to her. Jafar gained access to the Atlantica palace where he menaced Ariel, Triton's daughter, and her friend Flounder, drawing out Triton. Triton fired several blasts from his trident, seemingly vaporizing Jafar, but Jafar then revealed himself to have simply teleported away. As Jafar shrugged off another attack and Triton realized just how powerful the vizier was, Jafar turned him into a sea polyp. As Ariel looked on in horror, Jafar departed. Ariel swore revenge on Jafar.

In a French tavern, the hunters Gaston and Percival C. McLeach swapped stories. Gaston told McLeach about his first kill, but was unaware of the suffering he had truly caused. Several years ago, the young fawn Bambi and his mom were out foraging for grass when Gaston spotted them while hunting. Gaston readied his bow and arrow, but Bambi's mother heard him and she and Bambi ran for shelter as Gaston fired and missed. As the two deer continued to run, Gaston moved in closer and took out his blunderbuss. He fired several shots with his gun, killing Bambi's mom. Bambi looked on in remorse as Gaston claimed his kill, before Bambi's father, the Great Prince of the Forest came and guided Bambi to safety. As Gaston finished his story, he showed McLeach he still had Bambi's mother's head mounted on the tavern wall, along with many other hunting trophies.

In England, the tyrannical Prince John received an envoy from Wonderland, the mad Queen of Hearts. At the same time, the outlaws Robin Hood and Little John snuck into the prince's castle in disguise, planning to steal from John's treasury and distribute it among the English villagers. Though John and his men did not recognize Robin, the Queen had a sharper eye. At first humoring the outlaws, she then ordered her card soldiers to seize them. Robin Hood tried to fight them off, but they overwhelmed him with sheer numbers, to Prince John's joy. Little John came to Robin's rescue, fighting the guards off and freeing his comrade. Robin Hood, Little John and Robin's love Maid Marian all escaped into the forest Marian's lady-in-waiting Lady Kluck held the cards off. With a final parting taunt, Kluck also escaped.

In Paris, Frollo assigned the noble woman Lady Tremaine and her daughters to watch his deformed adoptive son Quasimodo while he was out meeting with Maleficent. However, trouble arose when Anastasia and Drizella Tremaine were repulsed by Quasimodo's appearance and mocked him, with their mother encouraging them. After enduring several days of humiliation, Quasimodo could take no more. Grabbing a torch, he attempted to chase the Tremaines out of his home. However, Lady Tremaine called his bluff and locked Quasimodo in the tower.

After secretly murdering his brother Mufasa, the lion Scar ascended to the throne as king of the African savannah. Scar was supported by his hyena lackeys Banzai, Shenzi, and Ed and the conniving tiger Shere Khan, but the Indian man-cub Mowgli didn't trust the predator. Seeing Mowgli as a potential threat to his rule, Scar ordered his hyenas to dispose of Mowgli and his caretakers, the bear Baloo and the panther Bagheera. When the hyenas tracked the three down and went to kill them, Bagheera slashed Shenzi across the face, angering her. Baloo tried to usher Mowgli to safety, but Scar cut off their escape. Baloo tried to fight Scar himself but Scar knocked him to the ground. Scar then leapt at Mowgli, but Mowgli knocked him to the ground with a stick. Taking advantage of Scar's weakness, Mowgli, Baloo, and Bagheera escaped into the jungle, leaving Scar and Shere Khan to look on in annoyance.

Returning from Atlantica, Jafar (now Sultan of Agrabah thanks to Hades), instructed the witch Mad Madam Mim to find Aladdin, kill him, and bring back Princess Jasmine, who Maleficent needed for her own purposes. Tracking the heroes down to an oasis in the Arabian desert, Madam Mim first terrified the group by morphing her face into that of a hog's before trapping Jasmine in a giant hourglass. Taking his scimitar, Aladdin tried to free her, but Mim morphed into a giant snake and trapped Aladdin in her coils. At that moment, the Genie stepped in and dropped a rock on Mim's head. Aladdin then took advantage of the distraction to stab Mim with a sword, forcing her to release her grip. Mim retreated down a hole, but Aladdin and Genie were too late to save Jasmine, as they watched her disappear under the sand. Meanwhile, Mim returned to Jafar and presented him with Jasmine, having teleported her back to Agrabah with her.

Tasked with capturing another princess for Maleficent's plot, Queen Grimhilde consulted her Magic Mirror to find a suitable prize. Told that Belle might suit her purposes, the Queen set out for the French chateau where she lived with the animalistic Beast. Grimhilde's arrival terrified Belle and the Beast's servants, but the Beast went to stop her. Before he could attack, the evil queen used magic to trick the Beast into believing that she was the Enchantress that had first turned him into a beast. Grimhilde demanded that the Beast stand down, or she would never allow the curse to be lifted. The Beast reluctantly complied, and Grimhilde departed with Belle.

Seeing the initial successes the villains were having against the heroes, Hades decided it was time to test one of his new allies against his own arch-nemesis, the demigod Hercules. Choosing the thug Pete and his army of weasels, Hades sent them to Greece, where Hercules was training with his teacher Philoctetes. Phil tried to remove Pete, but the brutish cat threatened him, and Hercules stepped into the fray, taking out some of the weasels before Pete got a sucker punch in. Holding Hercules at sword point, Pete prepared to strike Hercules down with his sword when Aladdin and his friends saw the situation, swooping in and knocking the weasels aside. As Aladdin and his pet monkey Abu prepared to fight, Pete sent more weasels after them, chucking their spears at the heroes. Evading the spears, Aladdin pulled Pete's belt off, dropping his pants. As the Genie and Abu mocked him, Pete charged Aladdin with his sword, but Aladdin tricked him into cutting the rope holding up a chandelier. The chandelier crashed down on Pete's weasels and sent them and Pete rolling out a window. Impressed by Aladdin's performance, Hercules decided to help him against their mutual enemies.

In her citadel atop Forbidden Mountain, Maleficent met with her allies, including a new face, the pirate Captain Hook. She sent her raven familiar Diablo out to search the world for groups of heroes. Returning to Neverland, Tinker Bell informed the Lost Boys about Peter's capture by Frollo, and the children set out to rescue him. As the Beast wallowed in grief over Belle's abduction, his pipe organ maestro Forte, secretly in league with Maleficent, kept him passive and melancholy with his mesmerizing music.

Having fired the Ringmaster after his poor performance against Peter Pan, Frollo recruited the puppeteer Stromboli, the con artists Foulfellow and Gideon, and the sinister Coachman to organize a new circus. The Coachman had a special idea in mind to help put on the show of the century and dispose of many heroes at the same time. In London, Bernard and Bianca responded to a summons by the detective Basil of Baker Street to join the League of Extraordinary Gentlemice, an international team including the Australian kangaroo rat Jake, the French Jaq, Gus, and Roquefort, and the American circus mouse Timothy. Basil revealed that all the rodents had had an encounter with Professor Ratigan, and he was determined to bring the criminal professor to justice with their aid. Deciding the time was right, Maleficent announced her return to the world, demanding the heroes surrender themselves. Instead, the champions of good massed to defend their world.

The Resistance Gathers
Summoned to England by the benevolent wizard Merlin, Mickey Mouse's best friends Donald Duck and Goofy were informed that Mickey had been captured by Maleficent after her battle with Yen Sid. Determined to rescue their compatriot, Donald and Goofy agreed to set out for Forbidden Mountain and force Maleficent to release her prisoner. Encouraged by the duo's loyalty to their friend, Merlin had his ally, the Fairy Godmother, conjure up a pumpkin carriage for them to travel in.

From the League's individual stories of their encounters with Ratigan (though Timothy stayed mum on the subject), Basil deduced that the professor was hiding in Lady Tremaine's manor in France. Infiltrating the estate, the mice found it guarded by Tremaine's pet cat, Lucifer. The cat appeared to be asleep, so the League tried to sneak past and search for Ratigan, but without warning, Lucifer awoke and trapped Gus under a bowl. Jake immediately rushed in to help Gus, but was kept at bay by Lucifer's claws. Timothy stepped in and got Lucifer's attention, giving Jake the opportunity to kick a nearby broom down onto the cat's head. Roquefort tried to assist, but he was tripped on a curtain. Lucifer moved in for the kill, but Basil called his bloodhound Toby in, frightening Lucifer. The mice climbed aboard Toby, who managed to chase Lucifer out the tower window. The League had no chance to celebrate their first victory, however, as they spotted Ratigan, alerted by the noise, escaping in his zeppelin. Basil sulked over the fact that his mortal enemy had escaped, and the mice departed aboard Orville empty-handed.

In the Pride Lands, the hornbill Zazu spotted McLeach driving through the jungle in his hulking vehicle. Zazu immediately flew to Pride Rock to alert Mufasa's son, Simba, who had been kept in the dark by Scar as to the true nature of Mufasa's death. Regardless, Simba was not about to be chased out of the Pride Lands, even by this unique enemy. As McLeach and his pet goanna Joanna exited their vehicle, McLeach informed Simba that he had been sent by Maleficent to either kill Simba or force him out of the savannah. Simba ordered his loyal lionesses to charge, and Joanna rushed towards them, hoping to strike at Simba himself. Before she could reach him, Simba's warthog friend Pumbaa rammed into Joanna, knocking her into a crate. As the lionesses charged McLeach, McLeach climbed back into his vehicle and fired a net at the lionesses, trapping them. As Simba charged McLeach, hoping to free his subjects, McLeach fired a rocket at Simba, knocking him off a cliff. As McLeach laughed and departed with the bound lionesses, Simba's friends Timon, Pumbaa, and his mate Nala carried the wounded Simba to safety.

On the run after Triton's defeat, Ariel, and her companions Flounder and Sebastian found the pirate Captain Hook and his crew in the Jolly Roger, anchored offshore. Eavesdropping, Ariel overheard that Hook was working with Jafar. Just then, a lookout spotted Ariel and alerted Hook to her presence. Ariel dove underwater, but Hook was afraid to follow her, not wanting to disturb the crocodile that shadowed his every move. Instead, Hook ordered his first mate Mr. Smee to drop a bucket of chum overboard. As Ariel swam away, Mr Smee tripped and dropped the chum into the water, catching the attention of the fearsome whale Monstro, who was sleeping on the ocean floor. Monstro spotted Ariel and gave chase, intending to devour her whole. Ariel swam for her life, but found her escape cut off by a colossal electric eel. Getting an idea, Ariel returned to the surface, putting Hook's ship in between her and the leviathan. Taking the bait, Monstro crashed down the Jolly Roger in an effort to get to Ariel, sinking the ship and temporarily stunning Monstro. Hook and his crew managed to get to a lifeboat and head for shore as Ariel escaped in the confusion.

As the Coachman's circus was set up in the outskirts of Paris, Frollo prepared to bring Peter Pan to the Palace of Justice to formally sentence him to death. Thankfully for Pan, Tinker Bell and the Lost Boys arrived to free him. One of the Lost Boys fired a stone at Frollo's horse with a slingshot, making it buck the corrupt judge off. Tink and the Lost Boys charged in and started trading blows with Frollo's men, driving them back. The Boys set Pan free, but were confronted by the Coachman, Foulfellow, and Gideon. Tinker Bell tricked Gideon into hitting Foulfellow on the head, and the Lost Boys delivered another blow, knocking him out. As Stromboli arrived on the scene to assist Frollo's troops, Pan, Tinker Bell, and the Lost Boys escaped back into the wilderness.

Hearing that there was another human in the jungle besides Mowgli, the human-hating Shere Khan tasked the hypnotic python Kaa with finding and killing him. Knowing the stories about the wild man's strength and fighting prowess, Kaa instead found his lover, the explorer Jane Porter, and hypnotized her, planning to devour her alive to draw his enemy out of hiding and into a situation where Kaa was at an advantage. The plan worked a little too well, as the ape-man Tarzan arrived and kicked Kaa into a branch just as he was about to strike. Switching targets, Kaa continuously lunged at Tarzan, but the agile hero dodged every time. Just as Kaa managed to surround Tarzan in his coils, he knocked a branch into Kaa's mouth. Badly bruised, Kaa retreated as Tarzan ushered Jane to safety.

The Welsh heroes Taran, Eilonwy, and Fflewddur Fflam were alerted by a prophetic vision from Taran's pig Hen Wen that the Black Cauldron, an item of immense dark power, had been found in New York by Bill Sykes. Eager to prevent the Cauldron from falling into the wrong hands, the trio set out for America, but Sykes spotted them trying to sneak into his safehouse. He called Roscoe and Desoto to deal with them. While the dogs chased after Fflam, Taran and Eilonwy managed to find the room where Sykes was hiding, demanding the gangster surrender the Black Cauldron. However, Sykes called in his mysterious client, the cauldron's owner and an old enemy of Taran and his friends, the Horned King. Taran tried to defend himself with his magic sword, but the King simply made the weapon vanish, leaving him defenseless. The King's barbarian warriors surrounded the three heroes, taking them captive. The Horned King departed for his citadel with his men, the Cauldron, and his prisoners in tow, paying Sykes handsomely for his service.

En route to Forbidden Mountain, Donald and Goofy passed through a desolate wasteland where the Hunnic warlord Shan Yu and his army had been raiding villages. Seeing the pumpkin coach passing through, the Huns quickly surrounded the defenseless vehicle, knocking Donald and Goofy to the ground and letting the carriage drive over a cliff, where it was destroyed. Shan Yu himself stepped forward and the heroes tried to defend themselves, but the warlord split Donald's sword down the middle with a single blow. Though he had the heroes at his mercy, Shan Yu decided to spare their lives in exchange for them telling Merlin that he was going to strike at China next. Donald and Goofy fled, grateful to be alive but now with no way of rescuing Mickey.

Losing Ratigan's trail, the League of Extraordinary Gentlemice stopped in Paris on Timothy's request. Sneaking into the circus, the League found the baby elephant Dumbo weeping in a corner. Timothy explained that he and Dumbo had once been close friends, keeping an eye on the youngster when Dumbo's beloved mother, Mrs. Jumbo, was performing in the circus. However, when Frollo fired the Ringmaster and began taking control of the show, he saw Dumbo's large ears as a deformity which would make Dumbo a poor performer. Frollo intended to have Dumbo put down, but Mrs. Jumbo came to her son's defense, attacking the judge. The Coachman and his men restrained Mrs. Jumbo, putting her in isolation as a "mad elephant". The entire time, Timothy saw Ratigan lurking behind the scenes, laughing to himself. Timothy suspected that Ratigan was in league with Frollo and was responsible for the attack on Dumbo and his mother. To ensure Dumbo would not be killed by Frollo, the League unanimously voted to take the elephant with them, also vowing to find a way to release Mrs. Jumbo from her imprisonment. At that moment, Evinrude arrived at the circus, delivering a letter from Hawaii asking for aid from the League. Suspecting that Ratigan may be to blame for the trouble in Hawaii, Basil mustered the League to head for the islands with renewed purpose.

As the League departed from Paris, Frollo arrived at the Palace of Justice, where he was met by Jafar, Hades, and Maleficent. Not happy to see the sorcerers and dark god, Frollo's mood sunk lower when they informed him that they had succeeded where he had failed, capturing many more heroes. Maleficent told Frollo to see that the prisoners faced "justice", warning him not to fail again. Back in the Pride Lands, Kaa returned to Shere Khan in failure. The tiger gave Kaa a warning of his own, telling him he would not hesitate to kill the python if he failed again.

In the seas on the coast of England, Ariel was at last cornered by the eels that had been hunting her since Triton's fall. Just as it seemed they would kill her, the eels were bound by a bolt of magic and Ariel was made human, allowing her to escape to shore. There, she was met by Merlin, who had rescued her, and the wizard introduced Ariel to his allies, the Fairy Godmother, Flora, Fauna, Merryweather, and Prince Philip, the legendary hero who had first slain Maleficent and whom Merlin saw as the best hope they had of ending the evil fairy's threat. Meanwhile, the injured Simba was brought by his friends into the African jungles, but they were confronted by Tarzan and his gorillas. Wary of predators since his birth parents had been killed by the leopard Sabor, Tarzan warned Simba that he and his kind were not welcome in gorilla territory. Wanting to avoid a battle, Simba left to seek shelter elsewhere.

At his citadel in Wales, the Horned King assembled Ursula, Bill Sykes, and Lady Tremaine, telling them of his plot to use the Black Cauldron to awaken an army of the dead to take control of the world. As Shan Yu began his invasion of China, the Chinese maiden Mulan decided to take her ailing father's armor and weapons, disguising herself as a man to aid the Chinese army against the Huns. In Greece, Donald and Goofy arrived in the city of Thebes, where they were welcomed by Hercules. Knowing of the demigod hero's reputation, they decided to join Hercules' team to rescue Mickey and strike back against Maleficent.

At his cottage deep in the English forests, Merlin told Ariel and the other gathered heroes of his plans to build an army of the world's heroes to stand against the forces of evil. However, he was unaware that Maleficent's raven Diablo was spying on their conversation...

Casualties of War
Frollo returned to the Hall of Justice where many Disney characters were locked up in. He also recruited Captain Hook, Prince John, and the Queen of Hearts into his group (who were actually sent by Maleficent to keep an eye on him). Dr Facilier made a surprise visit to the Hall offering his service to the judge who sounded less than enthusiastic. But after hearing about how well he dealt with Snow White, he did give him an assignment.

Scar and Shere Khan moved into their new lair in Pride Rock which had been cleaned out by McLeach and his gang of hunters. They left the villainous cats to their plans and departed on their own goal.

Following the confrontation between Quasimido and Lady Tremaine, the hunchback left Notre Dame to check on his friends and see if they were okay.

Merlin and his allies discussed what to do about Maleficent and her growing armies. However, Ariel was not quite as positive as she was still upset about losing her father and being separated from her friends. The others assured that everything is alright. But that moment was soon to be ruined.

Diablo had found their hideout and alerted other villains to invade. Maleficent arrived with Yzma and the Horned King along with his allies, Lady Tremaine and Sykes. Merlin and his friends (excluding Ariel who was told to hide) prepared for battle. That was, until Maleficent revealed that his young protege, Arthur was in trouble. Merlin left believing the others could defend themselves. As the Fairy Godmother tried to make the first move, Maleficent instantly turned her to stone. Lady Tremaine then took up the Fairy Godmother's wand for herself. Maleficent's goons then jumped on Prince Phillip and started to tie him up. Flora, Fauna and Merryweather tried to help him but Yzma threw a potion at them which made them vanish into thin air. As Prince Phillip was completely tied up, Archimedes left to warn Merlin. Maleficent and her allies then left with Prince Phillip.

Up in space, a young Jim Hawkins was suddenly attacked by former space captain, Gantu under orders of a new boss. Doppler and Amelia also witnessed the aerial chase and tried to help out. As Jim flew away, Gantu managed to damage Jim's booster enough that it ceased to function. As Jim went down, he managed to reactivate the booster by grinding it against a wall. Amelia then shot a portion of Gantu's ship, forcing him to crash land while Jim got away.

By orders from Frollo, Dr Facilier was sent to retrieve Esmeralda during the Festival of Fools celebration. Frollo watched in the background and Quasimodo arrived after just leaving Notre Dame. As Facilier sent his Shadow Demons after her, Esmeralda disappeared using a parlor trick. As Facilier sent the Shadows after her, Esmeralda fled into the crowd. Facilier managed to catch up with her but she threw a plate at him, stunning Facilier long enough for Esmeralda to vanish in another parlor trick. Facilier then departed as Frollo looked on in anger.

After Jafar helped Ursula with a favor, now it was his turn to ask her for something. The sea witch along with her sister Morgana were sent to capture the Genie so that Jafar may have unlimited power. Morgana sent her pet manta rays after the Genie, but Genie used his magic to wrap the rays around a rock. Ursula then prepared a powerful spell that first burned Genie. Ursula then revealed that she possessed a certain crystal as she prepared to finish the spell. Genie tried to escape but Ursula used the spell to grab Genie and seal him within the crystal.

While Ursula was off doing her thing, Jafar decided to deal with any possible threats they might encounter. He and the bumbling thief, Abis Mal came across the Imperial Army lead by Shang. Mulan was also there having finally caught up with them and ready for battle. Abis Mal kicked Shang off of his horse and Jafar began to rain fire down on them from the sky, forcing the Army to fall back. Jafar then blew one of their carriages apart with a magic blast. Abis Mal then moved to engage Mulan with his sword but Mulan quickly bested him. Jafar then stepped in and took control of Shang's mind, hypnotizing him. Yao, Ling, and Chien-Po tried to help but Jafar scared them off with a demonstration of his power. Jafar then knocked Mulan to the ground, revealing her to be a woman. Jafar then left with Abis Mal and Shang in tow while the Imperial Army abandoned Mulan with Mushu.

Ratcliffe decided to make his move in the war with Rourke and Clayton (who was alternating between McLeach and Ratcliffe's sides). These soldiers reached the native land where Pocahontas and her indian tribe was located. At that same moment, Kenai and Koda watched as the soldiers invaded. A native man charged at Rourke but Rourke just shot him with a pistol. Clayton then cornered Koda and prepared to shoot him but Kenai charged at Clayton and knocked him to the ground. Kenai and Koda then ran off. Rourke's troops then traded gun and arrow fire with the natives. Clayton then shot and injured one of the natives. Rourke then triggered a massive explosion as the natives retreated. Pocahontas and her family could only watch as Ratcliffe claimed the native land.

After leaving Notre Dame, Quasimodo came across the Beast's castle and found Forte still hypnotizing the Beast with his somber melody. Eventually, the Beast grew tired and decided it was time to leave the castle and rescue Belle. But with the Beast gone, Forte would have to find a new tormented soul to play his music to. And unfortunately, all eyes were pointing to Quasimodo. Forte knocked Quaismodo to the ground with his music and then tied him to the ground. Forte then began to taunt Quasi as he prepared to begin his symphony.

Despite their victory against the Genie, Ursula and Morgana were upset because one of them accidentally dropped something.

Merlin returned to his cottage with Arthur and Archimedes to find it a wreck and Ariel was the only one left. Just when it seemed hope was lost, Merlin found the crystal that Ursula and Morgana dropped and freed the Genie who was trapped inside, thus adding a new ally to their group.

Frollo was furious over Dr Facilier's failure to catch Esmeralda and swore never to rely on magic ever again.

Gantu returned from his fight and confronted his boss, the evil Emperor Zurg.

Meanwhile, Scar and Shere Khan had a devious plot to escalate a rivalry between Simba and Tarzan.

Part Five
Jim Hawkins was at the Galactic Federation to let them know that their former captain, Gantu attacked him the other day. At the same time however, John Silver and his pirates arrived under mysterious orders to attack the space station. Buzz Lightyear confronted Silver and his pirates as they worked their way through the station and engaged in a battle with them. Buzz flew around, avoiding laser blasts, but once he landed, Silver blasted him with his arm cannon, knocking him down. But once Galactic Federation reinforcements arrived including Buzz's squad mates, Silver's pirates fled and Silver was captured.

With her newly acquired magic wand, Lady Tremaine decided to test it out by teleporting to the lost city of Atlantis and capturing another princess to impress the Horned King and his followers. As Lady Tremaine moved in to capture Kida, Milo tried to stop her. But Lady Tremaine blasted Milo with her wand, knocking him down. Lady Tremaine then used her magic to summon a large magical coffin. She then used her wand to turn Kida to crystal and then seal her inside of the coffin. Lady Tremaine then returned to the Horned King's castle to present her catch.

After taking over the Native Land, Ratcliffe sent Rourke to scour the landscape in search of any other "savages" who may have escaped. He came across the princess, Pocahontas and she ran away. Helga fired a flare after Pocahontas that set several trees on fire. Pocahontas got into a canoe and rowed over to a large tree which she climbed in as Rourke pursued her. As Rourke and his caravan closed in on Pocahontas, John Smith appeared and shot several large boulders down, burying Rourke and his crew alive. As Pocahontas thanked John Smith for saving her, Rourke sneaked away, having survived.

While Pumbaa was on yet another bug hunt, a certain yodeling cowboy was doing some hunting of his own. Rather than get his own hands dirty, Alameda Slim decided to send his henchmen to take out Timon and Pumbaa. As Slim's henchmen came after them, Timon and Pumbaa charged right into them, knocking them down. Pumbaa then kicked one of Slim's henchmen down. As Slim's pet bison came after them, Pumbaa charged into it and knocked it off a cliff. As Timon and Pumbaa taunted him, Slim left while Scar watched the whole event from afar.

Duchess and her kittens were kidnapped by the butler, Edgar. Now it was Thomas O'Malley to the rescue! But this wasn't alone. The wicked devil woman, Cruella DeVille was there to make sure everything went smooth sailing. O'Malley ambushed Edgar and pounced on him. O'Malley the closed the barn door and locked it. As Horace and Jasper closed in on the Alley Cats, they dropped a bale of hay on them. Cruella then ran after O'Malley swinging a pipe at him. As she cornered him, the Alley Cats pounced at Cruella knocking her back. As O'Malley tried to rescue Duchess, Edgar trapped him with Duchess in the chest. Horace and Jasper then fought off the Alley Cats as they retreated.

Yzma used her special potions to transform the Inca guards into a rogues gallery of vicious animals. Their target: Hercules. Sabor tackled Hercules, knocking him to the ground. The Black Bear then swiped Hercules and sent him flying into a rock. Ronno then tackled Pegasus and knocked him down. But as Ronno was about to stomp on Pegasus, Pegasus flew up into the air. As Hercules recovered, the Shark and the Wolf lunged at him but Hercules just pushed them aside. As the Wolf charged again, Hercules smashed his fists into a nearby cliff, sending rocks raining down onto the Shark, knocking it out. The Black Bear then tried to lunge at Hercules but Hercules shot it with an arrow, injuring it. Ronno then charged at Phil, knocking him a distance away. Phil ten charged right back at Ronno, knocking him off a cliff. As the wolf climbed into a tree, Pegasus flew into the branches and confronted it. Pegasus then knocked the Wolf out of the tree. Hercules then twisted his word and threw it at Sabor, knocking him out of the branches. Seeing this was going nowhere, Yzma and Kronk departed as the rest of the animals retreated.

During her travels, Mulan came across the Beast who was still on his way to save Belle. Mulan offered to help, that is until the Beast accidentally let out that he left a hunchback, Quasimodo to the evil piano organ, Forte. Feeling bad, Mulan wanted to go back and save him. But the Beast was too stubborn and wanted to save Belle instead. Mulan and Mushu arrived at the castle on their own. Forte then used his music to conjure up the image of a cupid. The cupid shot an arrow at Mushu, knocking him down. The babies then fired a cannon at Mushu, leaving him dazed, A blast of Forte's music cut into a pillar Mulan was hanging from, leaving her hanging for dear life. The Beast then burst in, having changed his mind. The cupids fired their arrows at him and Mushu but the Beast started chasing them. As Forte kept the Beast back with torrents of music, he cut part of the rope Mulan was hanging on to, leaving her literally hanging by a thread. Mulan climbed back up as the Beast grabbed Forte's keyboard and Mulan slashed it with a sword, destroying it. Quasimodo finally broke free, destroying the columns keeping Forte up and sending him crashing to the floor. As Quasimodo and the Beast made amends, the three joined up.

With a forest set ablaze, Pocahontas and John Smith decided to find friends to drive Ratcliffe and his forces out of their land. They met up with Denahi, another native who was currently on a quest to find and kill the bear who supposedly "killed his brother", and they teamed up.

Peter Pan and his friends overheard Robin Hood and Little John's plan to break into Frollo's prison and free some of their friends. Peter wanted to join in to get back at the judge for what he did to him.

Cruella and Madame Medusa received a surprise visit at their secret hideout, an old dog pound used to imprison any animal heroes. The Evil Queen gave them the offer of an alliance if their operation went south.

Pain and Panic informed Hades of five new recruits to Maleficent's side of evil: Zira, Sa'Luk, Marina Del Ray, Sarousch, and Erik Hellstrom were welcomed into the alliance.

With the loss of Genie and Jasmine as well as Herc's close encounter with Yzma, Aladdin decided that now as good a time as any to strike back against the villains.

Milo rounded up the Atlantean army and lead them up to the surface to rescue Kida.

The League of Extraordinary Gentlemice arrived at the home of Lilo Pelekai (who was the person who sent them the letter), and she asked for the Gentlemice's help to find her "dog" Stitch who was kidnapped. Basil traced the clues to where Stitch might be. And those clues might lead them to their most least favorite nemesis.

Maleficent gathered a mass assembling of villains far and wide to fill them in on the plan she had in store for the war against heroes. She revealed her plan was to release Chernabog unto the world.

Part Six
Robin Hood and Peter Pan were preparing to stick it to Frollo and his forces by planning a mass breakout from his jail. To cover more ground, Robin and Peter split up in two directions.

As John Silver contemplated his actions, the evil emperor Zurg broke him out saying that his job wasn't over yet. Their next destination: Earth!

The League of Extraordinary Gentlemice had sneaked into the sewers of Hawaii in search of Lilo's "dog" and his captor. Lilo, who had tagged along on the mission thought she saw Stitch being restrained in a large crib, but everyone was shocked to find that they had been duped as it was Fidget in the crib. Before anything could be done, everybody was ambushed by a certain sewer rat.

The black bear, which had been turned loose by Yzma was running amuck in a nearby forest. The monstrous animal immediately targeted Kenai and Koda, but the great prince of the forest, Bambi was also there. Kenai stood up to the bear and slashed it across the shoulder. Kenai then grabbed Koda and ran as the bear pursued them. As the bear caught up with the two, Bambi intervened and charged into the bear twice. The bear then knocked Bambi to the ground with a swipe. But Kenai and Koda used the distraction to run onto a log hanging over a cliff. As the two carefully crossed the log, the bear followed them onto it. The bear tried to swipr them but it mised and broke the log. Kenai and Koda managed to get to safety in time. But the bear wasn't so lucky as it fell to its death in the rapids below. As Kenai and Koda looked on, Bambi departed.

After watching Slim deal with Timon and Pumbaa, Scar offered to challenge his enemies to see how tough they were. In order to keep this trio of cows off his trail, Slim gladly accepted Scar's offer. But rather than deal with them himself, Scar sent out his newest and deadliest ally: Zira. Zira confronted the cows with her militia of lionesses. The cows tried to run at first but the lionesses cut them off. Maggie then decided to take the offensive and rammed into a lioness, knocking her down. As Maggie was about to take on Zira, a bolt of lightning struck a tree branch which fell and broke a dam, releasing a flood of water. Zira and her lionesses retreated to high ground but the cows were caught in the flood. But the cows managed to swim to safety as Zira looked on.

Beginning the prison break, Peter took on all three of Frollo's top generals at once while the Lost Boys helped the other prisoners escape. The Lost Boys started throwing paint cans on top of the Queen of Hearts's card soldiers. Captain Hook tried to sneak up on Pan and stab him with his hook, but Pan dodged leaving Hook's hook stuck in the pole. Prince John's soldiers tried to attack Pan but he threw a knife at them which pinned them to a wall. The Lost Boys then started to break the prisoners out. Tinker Bell then tackled the Queen of Hearts and knocked her to the ground. Peter Pan then left with the prisoners in tow.

Amid the chaos caused by Peter, Phoebus managed to break himself out of his cell and tried to rally the escaped prisoners into a revolt against Frollo. However, Shan Yu just happened to be on the scene and challenged the resistance leader. Phoebus knocked Shan Yu around until Shan Yu drew his sword. Shan Yu struck Phoebus and knocked him into a river below. But unbeknownst to anyone else, Esmeralda managed to save Phoebus.

While Peter Pan was working on causing chaos over in Frollo's prison, Robin Hood broke into Prince John's castle to break out his friends. What he didn't know was that the phony king of England had hired a new captain of the guard: Pete, as Pete ambushed Robin Hood while Little John was in the prison. As Little John broke out the prisoners, Pete ordered the guards after them while Robin Hood clashed blades with the Beagle Boys. They managed to knock him down but Robin Hood caught them while they were off guard and incapacitated them. As Pete's weasel henchmen chased the group, Little John sent barrels rolling after them. Robin Hood lowered the drawbridge but as they were escaping, they released that they had forgotten a small child. Robin Hood got the child but Pete closed the gate on him. Robin Hood slipped the child through the bars to Little John but he was forced into a corner by the weasels. Prince John's guards then forced Robin Hood into the moat. Robin Hood tried to swim away but he was downed by a hail of arrows.

Eager to see one of the new villain recruits at work, Hades sent Erik Hellstrom to Olympus to defeat Zeus in a match-up of the gods. Erik summoned the Chaos Lord of ice and then blasted the gates of Olympus down. Hephaestus tossed Zeus some lightning bolts and Zeus blasted the Chaos lord of ice's arm off but it reconstructed it. The rest of the gods charged into battle but Erik knocked them out of the fight by conjuring a tornado. Erik then summoned the Chaos Lord of fire and combined their attacks with his to imprison Zeus.

The two dalmatians, Pongo and Perdita had been using the Twilight Bark in an effort to find their lost puppies. A Great Dane informed them that Cruella was keeping them in a secret hideout, but nobody knew where it was. But then they found the butler, Edgar who was believed to be working with Cruella. They chased after Edgar as he was riding on his moped. But as Edagar was trying to lose the dalmatians, he woke up Napoleon and Lafayette who were sleeping. Edgar rode his moped through a channel, slowing Pongo and Perdita down as they waded through it. Edgar the managed to give the dalmatians the slip as he rod away. But Pongo and Perdita encountered Napoleon and Lafayette who told them where Cruella's secret hideout was. The two then rushed off to rescue their puppies.

The heroes awakened and found out that the whole thing was in fact a trap set up by Ratigan. Ratigan quickly threw Lilo inside of a cage. He also revealed that he had Lilo's "dog", Stitch, who he said was actually an alien. Before the League could figure out what he was talking about, Stitch broke out with the help of the other mice as Basil used a pistol to shoot off Stitch's restraints and destroy the machine holding him in place. Stitch threw avase at Ratigan but he ducked. Stitch then charged Ratigan, but Ratigan smacked him away. Ratigan then threatened to kill Lilo if anyone pursued. But Bianca distracted him long enough for Stitch to throw something else at Ratigan allowing Lilo to get back to the group. But as the mice attacked Ratigan and his forces, Ratigan beat a hasty retreat.

Shere Khan paid Simba a visit and warned him of the "danger" that Tarzan posed.

The League of Extraordinary Gentlemice flew off on their way while Lilo and Stitch wished them luck on their mission.

Zurg and his allies prepared to land on Earth.

Ratigan, who was frustrated with his defeat got a surprise visit from the villain who issued Stitch's capture: Doctor Hamsterviel.

Upon Prince John's request, Robin Hood was shipped off to the Horned King's dungeon believing he could come up with a more harsh punishment.

Jim Hawkins had also run away to Earth clearly upset about the incident with John Silver, when he was suddenly joined by Peter Pan and his newest friend, Alice. And the three formed a team.

With Robin Hood gone, his friends had almost lost hope. Until Esmeralda brought an injured Phoebus to their hideout and the escaped prisoners, who were moved by Phoebus's speech during the breakout elected him their new leader.

Impressed by how quickly Shan-Yu disposed of Phoebus, Frollo welcomed him into his alliance. What he didn't know is that he was already in an alliance with a certain evil queen: Grimhilde.

Pongo and Perdita found the DeVille mansion abandoned, but they did find a team of all the dogs who had answered the Twilight Bark as well as a few cats. It was agreed that they join forces to save the puppies.

In the forest, Bambi stopped by a lake for a drink of water, but became surprised when he saw the willow suddenly come to life. And using her enchanted magic, she awakened a powerful spirit for the great prince to look after: the Spring Sprite.

Part Seven
The Evil Queen met with the Horned King in the hopes of merging alliances. But when he and his allies turned down the offer, the Queen left vowing revenge.\

Hades met up with Jafar with orders from Maleficent to go on a mission together. But the two weren't exactly on favorable terms.

The Queen returned to her castle as her allies finally suggested going to war. To find a susceptible target, Facilier disguised Lawrence as Prince Naveen in order to find a group of heroes and join them.

Merlin foresaw two powerful villains coming his way and ran off to deal with them. Ariel, Genie, and Arthur wanted to help, but Merlin protested against it since they were all prime targets of Maleficent's forces, much to their frustration.

After the Evil Queen left his castle, the Horned King considered going to war against her forces after insulting him in his own castle.

As Jafar showed his excitement over attaining revenge, an irritated Hades told him to wait until after their mission was complete.

Gaston, who was chilling it out in town saw a girl named Megara and tried flirting with her. However, she only came for Hercules (who was looking for new allies in his alliance) to which Gaston challenged him to a battle of brawn. Gaston punched Hercules and sent him reeling. As Phil yelled at him to use his head, Hercules charged right into Gaston head first, knocking him into a puddle of mud. As everyone laughed at Gaston, Hercules left with Meg. Humiliated, Gaston angrily departed.

Zurg began his invasion of Hawaii, terrorizing the civilians with his number one guy, Agent Z (also known as Warp Darkmatter). Warp went after Lilo and blew up the house she was hiding in. As Warp closed in on her, Stitch rushed to rescue Lilo. Zurg blasted Stitch with his eye beams but Stitch shrugged it off. Warp fired his arm cannon at Stitch but Stitch caught the blast and threw it back at Warp, knocking him into a light fixture. Zurg's Hornets then fired at Stitch but Stotch caught their blasts and threw them at Warp, sending him reeling. Zurg then shot a net gun at Lilo and Stitch, capturing them both.

Madam Medusa captured the frog girl, Tiana and prepared to have her delivered to Maleficent. But Naveen and his friends Louis and Ray finally caught up to her in her bayou hideout and wasted no time pulling off a rescue mission. As Medusa's alligators caught their scent, Naveen revealed himself and Medusa stood on a chair out of fear. Snoops tried to whack Naveen with a broom but Naveen dodged each hit and Snoops accidentally destroyed Medusa's chair. Medusa threw a frying pan at Naveen which he dodged but Snoops managed to hit him with a book. Medusa then took out her rifle and shot Louis in the tail. Ray then charged right into Medusa, knocking her down. Naveen then set Tiana lose and they escaped much to Medusa's fury.

Still irritated about Merlin leaving them behind, Ariel, Genie and Arthur stayed at his hideout wondering what to do next. Archimedes, who was about to leave to make sure the wizard was okay, requested that one of them come with him to check on the fight. Arthur was chosen and flew with the owl to watch the wizard's duel. Hades levitated a weight and threw it at Merlin. But Merlin simply teleported away and fired a blast of magic at Hades, freezing him. Jafar then fired a blast of his own, messing up Merlin's beard. Merlin turned into goat but Hades broke free and started shooting fire everywhere forcing Merlin back. Merlin then turned into a mouse to go underground. But Hades knocked him out of the ground with a blast of fire. Jafar then sealed Merlin in a lamp as the others looked on.

McLeach heard about a Beast wandering around the land and sent Clayton to hunt him down. His travels took him to the Horned King's territory where Beast, Mulan, and Quasimodo were just passing through. Clayton revealed himself to the group and the Beast charged Clayton and started to struggle with him on the ground. But Clayton managed to kick the Beast away During the fight, Clayton called his other boss, Ratcliffe for backup who arrived with cannons in tow. As the groups engaged each other, Clayton shot the Beast, knocking him down. But at that moment, McLeach arrived and both he and Ratcliffe realized that Clayton had been working for the other behind each other's back. As the two angrily confronted Clayton, the heroes escaped.

While on patrol in Nottingham, the Sheriff himself came across Aladdin who was there searching for other heroes to join his team. The Sheriff sent his men out to arrest this former outlaw, while Esmeralda watched Aladdin elude the guards. The Sheriff attacked Aladdin with his sword but Aladdin dodged all the strikes. As a group of guards chased after Aladdin, he knocked down a stack of barrels which scattered the guards. As Aladdin evaded the Sheriff and his guards, Esmeralda approached him to say how he impressed her. The two then departed.

Scar learned that a llama and a human had wandered into his jungle and sent his hyenas to dispatch them. Shenzi, Banzai and Ed located the llama, Kuzco and chased after him. They soon cornered him at the edge of a cliff but then the human, Pacha, came swinging in on a vine to rescue Kuzco. He tried to knock the hyenas over as he swung in but they dodged him. Pacha then swung in again and grabbed Kuzco but he accidentally swung into a log tying the two to it. Shenzi then moved over to the log and broke it, sending the two falling into a ravine.

Prince John was looking for new prisoners to fill his jail after Robin Hood busted them all out. The phony king met with a shady fox named Brer Fox who promised to find him some fresh meat to lock up. The location: the Hundred Acre Wood. Brer Fox arrived in the woods with Brer Bear and they started to chase Pooh and his friends. The two eventually caught up with Pooh and his friends but Pooh then came up to the two and offered them some honey. Brer Bear was tempted by the honey offer while Brer Fox became absolutely flabbergasted and started to argue with Brer Bear. While the two were distracted, Tigger threw Piglet up into a tree where he knocked a bee hive right onto Brer Fox's head. Brer Fox pulled the bee hive off and threw it at Brer Bear but the bees still attacked him. The two ran away with the bees in pursuit while Pooh and his friends watched.

Jafar and Hades deliver the lamp containing Merlin to Maleficent while all of their allies are anxious to go to war again.

Arthur and Archimedes tell Ariel and Genie what happened during the fight. Knowing that everyone is looking for them, the group to look for a new hiding place...under the sea.

McLeach and Ratcliffe punish Clayton for playing both teams behind their backs, but also decide to merge teams as well.

A group of crows spot Jiminy Cricket looking for Pinocchio after escaping from Frollo's jail. Jiminy finds the puppet boy being whisked away to a circus where they follow him.

Buzz Lightyear and his friends land on Earth and prepare to take down Zurg.

Kuzco and Pacha meet up with Tiana and Naveen and team up to find a way to change them human again.

Aladdin and Hercules meet up again having gathered enough allies to prepare for a big battle. But one of those new allies has plans to start a big battle as well...

Part Eight
Grandmother Willow, Mama Odie, and Rafiki tell Bambi and his friends about Maleficent and the eventual release of an evil spirit known as the Firebird. To try and prevent this, Grandmother Willow shows images of people who need help in the hopes that they may be of help to defeating Maleficent.

Winnie the Pooh and friends find out that Christopher Robin is missing, and they go off on an adventure to find him.

With Pongo and the other dogs out to rescue their puppies, the Alley Cats along with new recruits Sergeant Tibbs and Colonel are ready to follow them in the hopes of rescuing O'Malley, Duchess, and the kittens.

Mama Odie finds the seven dwarves and tells them where Snow White has been taken to, as well as how to get there.

Pinnochio and a bunch of other kids enter a circus being run by the Coachman for a fun time. Jiminy Cricket on the other hand wants to find Pinnochio and get him out of there. And the crows who followed him are of no help to him at all. Jiminy might want to find the puppet boy quick, because this circus has a very dark secret in store for the children.

Frollo had sent his minions to find the Court of Miracles making them search high and low for its location. Frollo began his search by crashing the un-birthday party of the Mad Hatter, the March Hare and Mr. Toad. Frollo's men trashed the place and dragged Mr. Toad away. Frollo himself arrived to capture the remaining two as they cowered in fear.

McLeach and Ratcliffe still wanted to punish Clayton for duping them both. Luckily, they got their chance when Yzma happened to drop by and Zira was planning another attempt to get Simba and Tarzan at each other's throats. The plan was to make Tarzan believe Simba called an attack on his gorilla family. Yzma used one of her potions to make Clayton look like Simba. With Ratcliffe and McLeach satisfied, Clayton and Zira set out. Clayton and Zira arrived at the gorillas's home with Zira's lioness militia. Thinking fast, Mowgli knocked embers into Clayton's face, stunning him. As Zira pursued Mowgli, Tarzan jumped in to face Clayton. As Bagheera tried to protect Mowgli, Zira swiped him to the side. As Clayton tried to join the fray, Baloo pushed him away. The group mobilized and Zira and Clayton realized they couldn't win so they departed. But they had done their job in creating tension between Tarzan and Simba.

Hook traveled to another world and kidnapped Jim's mother Sarah at her Inn.

Believing there was a crashed space ship near the Forbidden Mountains, Jim and Peter set out to find it and make it fly for easier transportation. The bad news: it was guarded by one of Maleficent's goons. The good news: it was only Abis Mal. Peter flew up high and started taunting Abis Mal. As Abis Mal's goons tried to attack him, Peter flew circles around them. While the goons were distracted, Jim threw a spinning object at them, bowling them over. Peter then threw a knife at Abis Mal but Abis Mal, ducked with only part of his hat getting torn. Jim then shot at Abis Mal with his blaster pistol with Abis Mal jumping around to avoid them. Peter then catapaulted himself off of a net, knocking Abis Mal off the ship and into the water. Jim and Peter then claimed the ship and departed with it.

Prince John brought Pete to conquer another kingdom in his name. As Prince John's soldiers attacked, Sir Ector and Kay rode in to defend it. As Kay rode in on his horse, Pete knocked Kay off his horse with a well timed strike from his sword. Kay was knocked into a castle building so hard it crumbled. Prince John then claimed the kingdom for himself.

It was time for Pongo and Perdita to free their puppies from Cruella's grasp. They and their allies busted into Cruella's hideout during a celebration. Edgar, Brutus and Nero engaged the dogs as Madam Medusa fired potshots at them with her rifle. During the confusion, Sergeant Tibbs set the puppies and the cats free. Madam Medusa knocked Pongo into a wall with her cane as he got close to her. Edgar closed in o him and tried to stab him with a pitch fork but Pongo ran between his legs and bit him on the buttocks. As Sergeant Tibbs tried to sneak away with the puppies, Medusa spotted them and shot at them. She then shot at Pluto when he tried to help. In the midst of the fight, Jasper threw a bottle at a window, breaking it. Cruella then knocked Dodger to the ground. As Cruella and her forces closed in on the animals, Fagin crashed in on his cart, knocking Cruella down. Sergeant Tibbs and the Colonel led the puppies away while the other animals escaped with Fagin in the confusion.

The Queen of Hearts barged into another castle with Shan-Yu by her side looking to conquer it for her own. The Queen's card soldiers overwhelmed the King's guards and captured the King and the Grand Duke, conquering the kingdom for her own.

Pinocchio and the other kids at the circus were ready to enjoy a magic show by the great Sarousch. At first it seemed like a fun show. But while the kids were enjoying this performance, they were all unaware of what was really happening until it was too late as some of the children turned into donkeys. Luckily, Jiminy arrived just in time yo help Pinocchio escape. Meanwhile, Frollo looked over all the prisoners from the conquests that were made and had them locked up.

The villains running the circus hold all the captured kids prisoner and look to turning them all into donkeys and be sold for slave labor.

Mowgli learns more about Simba from Tarzan and why he thinks he is such a threat. Mowgli runs off to find the lion and teach him a lesson.

Shan-Yu leaves Frollo's faction for a while to go on another mission leaving Frollo suspicious.

Chernabog confronts Maleficent and Hades demanding to know when he can enter the battlefield and spread his evil around. Maleficent assures him that the time is near.

Following clues left by Ratigan, the League of Extraordinary Gentlemice entered the Horned King's castle believing he might be there. However, it turned out to be a trap leading into another encounter with Lucifer. Except this time, he had friends in the form of Felicia and Pom Pom. Pom Pom leaped at Dumbo, stunning him while Lucifer knocked Basil down with a stamp of his paw. As Lucifer and Pom Pom closed in on the mice, Jaq threw a button at Lucifer's nose, angering him. As all the cats closed in, Basil brought in Toby who chased Felicia away. Jaq and Gus set Lucifer' tail in fire, sending him into a panic. Felicia managed to reach a ledge, putting her out of reach of Toby. But as she hopped down, she realized another dog was there. The dog then tore Felicia apart. As Lucifer became, angered Lady Tremaine arrived. As Lucifer looked on with sadistic glee, Lady Tremaine cast a spell with her wand, sending the mice to an unknown location.

Cruella may have been down, but she was not out. She and her allies set out in their vehicles and chased down Fagin and his dogs hellbent on getting the puppies back. With Cruella, Madam Medusa and Edgar hot on his tail, Fagin moved into the subway to lose them but they followed them. As Edgar came out of the subway to follow them, he was attacked by Napoleon and Lafayette who had noticed the commotion and decided to help. Napoleon and Lafayette managed to kick Edgar out of his vehicle and drove it themselves. But they soon ran into Medusa and they broke the two section of Edgar's vehicle in half in their attempts to avoid her while Medusa crashed into a pit while she was distracted. Edgar managed to get back onto the still drive able part of his vehicle and rejoined the chase. Cruella, sick of playing games had Horace and Jasper take over driving the vehicle while she climbed onto the lid of her car. Jasper rammed the car into Fagin's cart, allowing Cruella to grab a puppy. Oliver then jumped onto Cruella and bit her. Cruella then threw Oliver off of her but Dodger managed to catch him. Seeing a train coming, Fagin managed to drive up onto the railing of the bridge. But Cruella and her forces were not so lucky as they were tossed from the bridge by the train. All the while, Napoleon and Lafayette looked on.

The Seven Dwarves followed Mama Odie's advice and headed off to the Evil Queen's castle. However, the fastest way to get there was through another castle ruled by the Horned King. As they tried to sneak through, the Horned King's men spotted them and chased after them. Creeper tried to attack the Dwarves but was promptly sent packing in a barrel. Mushu arrived and watched the fight. As the Dwarves continued to fight the Horned King's men, they were overwhelmed and sent tumbling down a staircase. But at that moment, the Beast arrived and scared the Horned King's men off. As the Dwarves tried to press their advantage, the Horned King used the Black Cauldron to send them flying back with a gust of wind. As the Beast departed, the Dwarves left with him and Mushu. The Horned King then strangled Creeper for failing to stop them.

Frollo believed he had found the Court of Miracles. But to make sure he didn't walk into a trap, he hired the services of Amos Slade to clear out the gypsies and catch them off guard so his army could march through. Slade entered into the Court of Miracles, where he was confronted by Clopin and his gypsy comrades. As Slade tried to shoot him with his gun, Clopin threw fire at his feet, distracting him long enough to retreat into the darkness, As Slade traveled further into the Court, he came across some skeletons and raised his gun to them. But Clopin suddenly appeared and cut their heads off, sending Slade sprawling. Terrified, Slade fled from the Court.

Pooh and friends, while on their journey saw Aladdin flying on a magic carpet and followed him to his secret hideout where Hercules and his other allies were. But just as they got there, Dr. Facilier arrived and revealed that their friend, Prince Naveen was actually Lawrence in disguise who gave away the heroes secret location. Now that they were found, the Evil Queen sent her army down to dispatch them all while Pooh and his friends got caught in the crossfire. As the heroes ran from a hail of arrows sent by the army, Shan Yu appeared at the head of the Evil Queen's army. As Shan Yu's Huns arrived, Lady Kluck threw one to the ground. Aladdin then engaged one and kicked him to the ground. As Hercules confronted the Evil Queen, she unleashed a T Rex. The heroes began to fall back with Shan Yu and his army and a T Rex on their tail. Shan Yu caught up to Ichabod Crane and tried to slash him with his sword but Ichabod narrowly avoided it and continued to run away on his horse. The T Rex then went after Pooh and his friends but Hercules picked up a large rock and threw it at the T Rex, stunning it. He then mounted Pegasus, and flew off leading the T Rex away from Pooh and his friends. Donald then made a homemade hand cannon and fired it at Facilier but he missed and instead hit a nearby mountain, causing an avalanche. Everyone began to run away from the avalanche but Shan Yu and his Hun army weren't able to get away fast enough and were buried alive. The other heroes and villains were able to escape though and regrouped.

Beast and Mushu return to Quasimodo and Mulan with the Seven Dwarves. However, they are a little unsure about this new army.

Clayton reverts back to normal after getting beat up during his mission with Zira.

The avalanche finally subsides and Pooh and friends continue their journey.

Following Amos Slade's directions, Frollo invades the Court of Miracles and captures all of the gypsies there.

Mowgli finds the real Simba and gives him a piece of his mind about attacking Tarzan. However, he denies any involvement in the attack. Shere Khan watches this believing the boy could hinder their plans.

Peter Pan notices that the Lost Boys are missing and wonders where they've gone. But he believes that they are fine and would find their way back soon enough.

In the aftermath of the big fight, Cruella, Medusa, and Edgar accept the Evil Queen's offer from earlier and join her alliance.

Bambi and a whole bunch of other animals lost in the forest find each other, but can't shake the feeling that something terrible might happen soon.

Gurgi finds Taran and his friends frees them from the Horned Kings prison. Robin also joins in as well as the League of Gentlemice who were teleported there by Lady Tremaine.

Hades starts calling together all kinds of monsters to Maleficent's side growing more in power by the minute.

Part Nine
Maleficent entered one of the jail cells to check on all the captured princesses and make sure they weren't up to any tricks.

The Horned King and his allies discussed plans to turn the war in their favor when Sa'Luk showed up offering assistance. The Horned King assigned him the job of watching the prisoners.

With Belle gone for days, Maurice took matters into his own hands.

Now that Taran and Robin Hood were out of their jail cells, they and the League of Gentlemice decided to split up in search of an exit.

And on Zurg's ship, Lilo and Stitch were released from their cells by John Silver. However, all of this was witnessed by Scroop.

Scar begins to doubt Shere Khan as a leader, since he's not yet been in a real battle. To prove his might, Shere Khan finds a local man village to terrorize. At the same time, Denahi is arriving there to recruit some warriors from a village. Shere Khan then emerges from the shadows, terrorising the villagers. Denahi and the leader of the village, Atka begin to fight the tiger. Just as Atka was about to reach Khan, the tiger's strenght knocking him down. Denahi then struggles the beast, only to be beaten down by the tiger. A recovered Atka uses a flaming torch to ablaze the area, Shere Khan was standing, forcing the tiger to run from the fireplace. Denahi then throws small rocks at the tiger, so that he can challenge him. Shere Khan then charges at the hunter, however he was stopped by Denahi's spear. Not thinking anything, Shere Khan retreats, with Denahi chasing him. Shere Khan then runs into a thick forest, so that the hunter will lose his tracks. He afterwards escapes from the forest.

Amos Slade is invited by Alameda Slim to go on a short hunting trip. As soon as Bambi and Tod are spotted, Slade sics his two dogs on the two. With But one of them has had a long history with the fox and decides to let him go. Tod then climbs up a railrode line, only to be found by Chief. Seeing this, Slim throws a boulder from a cliff, so that it will crash the little fox. However, Tod missed the boulder and instead it hitted Chief, causing to fall from the railrode line, much to the shock of everyone who watches Chief's fall. Hopper then finds the wounding Chief and tries, unsuccessfully, to keep him alive. As soon as Tod and Bambi make it out from the forest, Hopper vows regrets his previous action, letting Tod away, and gives a smirke of vengeance.

Taran found his sword again, but was surrounded by Sa'Luk and his gang of thieves. Robin Hood picked up his sword and fought most of them off as Taran engaged Sa'Luk. Sa'Luk punched Taran to the ground and then knocked Robin Hood's sword away. Sa'Luk then punched Taran to the ground again. Sa'Luk then raised his claw to kill Taran but Taran avoided certain death by blocking it with his sword. Taran then shoved Sa'Luk back and ran off with Eilonwy.

Ratcliffe was obsessed with finding Pocahontas and John Smith. With Rourke having failed him and Clayton deemed untrustworthy, he struck up a deal with the infamous pirate Captain Hook. John Smith and Pocahontas arrived on his ship and started to fight his crew as Meeko spilled water to trip Hook's crew up. Pocahontas climbed high up the ship and swung down when the pirates followed her. But she soon found Hook holding her at sword point. But John Smith intervened and engaged Hook in a sword duel. As the two clashed, John Smith knocked Hook into the edge of the ship. But Hook managed to knock John Smith on the ground and as he was about to strike him down, Flit flew in and distracted Hook long enough for John Smith to knock him into the lower regions of the ship. This gave John Smith and Pocahontas enough time to escape.

Robin Hood, Taran, and the others met up with the League of Gentlemice. Though they hadn't found an exit, they had found something much more mysterious. A woman was trapped inside of a large steel cage. Before they could examine it further, word had gotten out about the prisoners' escape and the Horned King went all out to try and stop them. The Horned King's minions and allies stormed in and started throwing weapons at Taran and Eilonwy with both of them just barely avoiding death by inches. The group tried to flee but found the Horned King's minions cutting off all routes of escape. Ursula grabbed hold of Fflewddur to stop him from escaping. The group then found themselves cornered as the Horned King's minions closed in. Eilonwy cowered in fear as she realized that they were going to be killed. Thinking quickly, Taran did the only thing he could think of doing and freed the woman in the steel cage by cutting the chain that held it with his sword. As the cage was shattered, the woman was revealed to be Princess Kida. She then unleashed shockwaves which sent Sa'Luk falling over a cliff. Princess Kida then unleashed a powerful energy blast that completely demolished the Horned King's castle as the heroes and villains escaped. As the villains fled, the heroes stayed behind as Kida powered down and she joined up with their group.

After Chief is injured during their hunt, Copper feels betrayed and vows to get back at Tod and his friends for what they did. Meanwhile, Slim invites Slade to join McLeach and his hunter posse as he wants to get back at those animals too.

Denahi was unsuccessful in recruiting an army, but there is worse news. John Smith was left mortally wounded during his fight with Captain Hook and his slowly dying. Pocahontas promises to go out and find something to help him live, but Denahi still has his own goal in mind.

While Maurice was on his way to the Evil Queen's castle to rescue Belle, he unknowingly wandered into Maleficent's territory, where a terrifying spirit was stalking him. Maurice's horse Felipe started to get scared from the spirit and got so spooked, she almost ran off a cliff the bucked Maurice off and ran away. As Maurice collected himself, the spirit revealed itself to be the Headless Horseman. Terrified, Maurice ran as the Headless Horseman pursued him. Maurice then came to the gates of a castle and entered the castle, escaping the Horseman. But he was dismayed as Maleficent confronted him and he realized where he was.

After the Horned King's castle was destroyed, Ursula met up with her ally, Marina Del Ray. Ursula planned on luring Ariel and her friends out of hiding by sen ding Marina to attack the human she loved, Prince Eric. She summoned the giant whale Monstro to sink his ship. Marina arrived with Monstro and Monstro sent a wave on the ship, splashing everyone. Eric took reins of the wheel of the ship. But Monstro smashed into the ship, knocking everyone overboard. Eric managed to grab a rope and climb back on the ship. As Eric took the wheel and started to sail away, Monstro swam up to it and smashed the ship with a slam of his tail. As the crew retreated, Eric sank under the water as Marina watched.

Facilier sent his shadow minions out into the world to collect other people's shadows to build a supernatural army for the Queen. Facilier's friends stopped by the floating ship of Peter Pan and his crew, and took control of the boy's shadow. As Peter chased after his shadow, the shadow minions attacked Peter's friends. Tinker Bell managed to hold them off with her pixie dust and started to obliterate them. But Facilier's shadow arrived and it kicked Tinker Bell to the ground. Peter Pan managed to catch his shadow and as Facilier's shadow closed in, Jim Hawkins destroyed it with a shot from his blaster. Peter then reattached his shadow.

Zurg found out that Buzz Lightyear has landed on Earth, and he sent Hamtserviel and Ratigan to dispose of them. When Buzz and his friends arrived in their lair, Hamsterviel sent out Hornets to fight them. as the two groups exchanged fire, Jumba blew up several Hornets with his blaster rifle. Ratigan then activated a device that blasted at the heroes, wreaking havoc. But Mira phased through the device, tearing out the wiring, destroying it. Doppler shot Ratigan with a blaster pistol making him shout in pain and angering him. Buzz and his friends then destroyed the remaining Hornets along with a large robot. Ratigan managed to escape in his hot air balloon while Hansterviel hid.

Donald and Goofy saw Hades's flying chariot above them and followed him straight to the Underworld believing their friend, Mickey was trapped there. But this mission would not be so easy, especially with Hades's minions watching them at every corner. Nessus charged in and Donald tried threatening him with his sword. But Nessus just punched him and sent him flying into a wall. Goofy then charged into Nesuus knocking him into a wall. The Hydra then moved in on the two. In a hurry, Goofy accidentally fired Donald as an arrow, sticking him in a wall. When Goofy pulled him out, this caused the ceiling to collapse, decapitating the Hydra. Donald and Goofy then dove into the River Styx where they freed Mickey from his chains. Pain and Panic morphed into snakes and attacked the three but were quickly overpowered as the trio escaped the Underworld.

Still searching for a way to become human again, Tiana and her friends found an old cottage in the swamp and walked inside. But then, the owners of this house, the Witches of Morva showed up and had some fun with the intruders by turning Pacha into a frog. However, the witches offered a deal for Tiana. They would turn her human in exchange for her friends. Of course she refused, so the Witches struck up a different deal, one they believed was impossible. Unless they found a way to change back normal without their help, the Witches would keep them all as frogs and eat them. They turned Pacha back into a human and departed.

Buzz Lightyear and his team turned Hamsterviel into the Galactic Councilwoman. But Hamsterviel vowed to be back someday.

The Coachman and his minions brought in all of the animals which they would sell off after their next big show. But their plans were discovered by Lilo and Stitch who now needed to find help.

Hades found out Mickey Mouse escaped.

Maleficent held a meeting with Hades and Jafar discussing plans to unleash the Firebird. But there was a catch. Only one being had the power to reawaken it from its eternal slumber: the Spring Sprite.

Robin Hood and his friends met up with Aladdin and Hercules' army and rejoiced in celebration.

The League of Gentlemice who had temporarily split from Taran's group came across Pongo and Perdita's team of dogs and asked them to join forces. While the dogs for the most part seemed to accept them, some of the cats might have had some reservations.

Ratigan retreated to the Evil Queen's castle where Facilier used his magic to bring him to human size.

The seagull, Scuttle eavesdropped on Ursula and Morgana's successful plan to take Prince Eric hostage. Scuttle immediately ran to find Ariel, completely unknown that that was what the villains were hoping for.

Zurg heard about John Silver freeing Lilo and Stitch and was enraged with him. Silver tried to bail out of the alliance, until Zurg reminded him that if he didn't obey, Jim would get hurt.

Part Ten
The Horned King, Lady Tremaine, and Sykes returned to Maleficent's castle after his was destroyed. Maleficent was furious over their failure and decided on what to do with them.

Hercules, Aladdin, and all the other heroes in their faction decide to spread out in order to find more heroes who would join their quest to stop the villains.

Flotsam and Jetsam had finally found Ariel and her friends and told them that Prince Eric was in trouble. Though the others believed this to be a trap, Ariel was determined to rescue the prince no matter what.

Jafar left Madam Mim in charge of the palace while he was out serving Maleficent. With the palace guards and Shang under the control of her spells and her newest ally, Willie the Giant, she was well prepared for any attack.

With Pinocchio gone for a while now, Gepetto set out to go search for him, While he was gone, he left Figaro and Cleo under the supervision of the pet sitter, Aunt Sarah.

While Figaro wandered around looking for some food, the two Siamese cats, Si & Am, were in the area and decided to look for some food for themselves. Their target: Cleo. They started to pull the mat that Cleo's bowl was on, making it move. Cleo grabbed the bowl with a hook attached to his tail but Si & Am stopped sending, Figaro into the bowl and the bowl off the table. As Si & Am closed in, the Disney Dogs arrived and chased Si & Am off.

Ursula saw Ariel and her friends coming to save Eric and prepared to attack them with her undersea battalion.

The Queen looked through the Magic Mirror for any heroes who could threaten her rule, and the Mirror singled out Mickey. Eager to put his new human size to the test, Ratigan was determined to go out and fight the smaller rodent. Mickey drew his sword but Ratigan smacked him to the ground. Ratigan then rang his bell and revealed that he had tamed the T Rex as he unleashed it on Mickey. As the T Rex lunged at Mickey, Donald and Goofy used a pulley system to lift Mickey into the air while dropping a large object on the T Rex, killing it. Mickey then jabbed and slashed Ratigan with his sword, leaving him flinching in pain. At that moment, Shan Yu arrived with his Huns and rescued Ratigan, escaping with him.

While Beast and Quasimodo were out on their quest, the Beast's servants and the gargoyles watched over the castle. But when a band of thieves led by Abis Mal stopped by for a little looting, the castle's inhabitants worked to drive them away. The castle inhabitants ambushed the gang and unleashed all forms of attack on them, beating them, pelting them with objects and the wardrobe even dropped herself on a few looters. One of the gargoyles dropped a brick on one of the looters and as they moved in again, another gargoyle dropped a chandelier on them. Lumiere then sneaked behind some looters and burned them. Another gargoyle chewed up pebbles and spat them at Abis Mal, making him jump around avoiding them. As the looters cornered the leg rest, they were confronted by the oven and knives. The looters ran out of fear. Cogsworth then arrived with a Naopleon hat and a pair of scissors. He slid down the railway and jabbed Abis Mal with the scissors, sending him flying. The looters retreated as the castle inhabitants celebrated.

Now that Jafar was gone, Jasmine found an opportunity to escape by snapping Shang out of his hypnotic state and helping him to break out. But the witch was more than ready to stop them in their tracks with Willie and the hypnotized guards. Yao, Ling and Chien Po rushed to Shang's aid and started to brawl with the guards. Meanwhile, Willie chased after Shang and Jasmine but Yao shot an arrow at Willie, distracting him. Mim then turned into a rhino and charged into Shang. Jasmine managed to escape but Shang remained unconscious and in Mim's captivity.

While walking along the shoreline, Kida spotted Prince Eric under Ursula's control and the seagull Scuttle trying to snap him out of it to no avail. Kida used her Atlantean technology to break Urusla's spell, bringing Eric back to his senses.

Ursula and Marina Del Ray had ambushed Ariel and her friends and were ready to take them. Marina's electric eels chased after Arthur as he swam away while a shark attacked Ariel and Flounder. The Leviathan then arrived on the scene and Genie blasted it with his magic but it was completely unfazed. The Leviathan blasted Genie, sending him hurtling away. As Ursula's minions closed in on Ariel and her friends and Ariel faced impending death, the Atlantean army arrived as the battle had been taking place right next to the entrance to Atlantis. Ursula tossed magical orbs at the Atlantean vessels, destroying several of them. As the shark continued to chase after Arthur, Ursula prepared to kill Ariel. Just as Ariel was about to die, Eric arrived with Scuttle and Kida and threw a harpoon at Ursula, cutting her arm. An Atlantean vessel then blasted Ursula, knocking her into a wall. As Eric swam to the surface, Ursula sent Flotsam and Jetsam after him and they dragged him back underwater. Sebastian and Flounder attacked Flotsam and Jetsam, forcing them to release their hold on Eric. As Kida swam towards Eric, Marina tried to intercept her but Kida tossed her onto the ocean floor and pulled Eric to safety. As Arthur grabbed a spear to defend himself against the shark, the shark came at him again but trapped itself in a metal hole. As more Atlantean vessels moved in, Ursula blew one up with her magic. As the Atlantean vehicles clashed with the Leviathan, a vessel fired a blast just as Genie blasted the Leviathan, destroying it. Ursula fired off another spell, scattering the Atlanteans and knocking Milo out of his vessel. Ursula then blew up Milo's vessel, knocking him back. Ursula then knocked Milo's friends away with her tentacle when they tried to help him. Ursula knocked Milo down with another magical ball but as she was about to finish him off with the trident, Kida came at her from behind and attacked her but Ursula quickly threw Kida to the ground. But as Ursula was about to do them all in, Vinny took out a stick of dynamite and threw it at the rock ceiling, making a rock fall on Ursula. Ursula just threw the rock off and prepared to attack again but Genie blasted her with his magic. The entire group then escaped, much to Ursula's fury.

Pinocchio and Jiminy Cricket finally returned home only to find the place completely abandoned.

Jafar, outraged by Jasmine's disappearance, took his anger out on Shang by sentencing him to death and tossed him from a cliff.

Jasmine along with Ling, Chien-Po, and Yao managed to avoid Mim's forces and successfully made their escape. But not before a heartfelt goodbye between Jasmine and Rajah.

Meanwhile, Shang had miraculously survived his long fall.

As Pocahontas tried to help John Smith recover, the Spring Sprite showed up and used her magic to heal him. But the minute she left, Hades arrived having just missed her, and sent his minions to take care of those in his way.

Meanwhile, Clayton entered the Evil Queen's castle in the hopes of joining her faction. He then requested that Cruella and Madam Medusa join him in his own hunting spree to rival McLeach's, which they gladly accepted.

Hades finally found the Spring Sprite and attempted to capture her for his plans to awaken the Firebird. Hades tossed a fireball at the Spring Sprite but she dodged it as she ran away. Hades continued to throw fireballs as the Spring Sprite kept avoiding them. But eventually, one of Hades's fireballs hit their mark as the Spring Sprite was knocked off balance. Hades then grew to giant size and grabbed the Spring Sprite in his hand, finally capturing her.

McLeach and Ratcliffe held a meeting discussing whether or not they should merge alliances. As they drove off to consider their merge, McLeach had an accidental run-in with the strangest looking koala bear he ahd ever seen, who was really Stitch. As McLeach shot at Stitch, Stitch dodged each shot. Joanna came after Stitch and after a brief scuffle, Stitch climbed onto McLeach's half track and started to play with the controls. McLeach shot at Stitch again but Stitch managed to pull a blue Punch Buggy out of nowhere and smacked McLeach down with it. Stitch then ran off as McLeach recovered.

While Pooh and his friends were on their quest for Christopher Robin, they came across Dr. Facilier who struck up a deal that he could lead them to their friend. However they remembered him from Aladdin and Hercules's battle and didn't trust him, so he attempted to capture them himself. Facilier used his voodoo powers to conjure up surreal images to attack Pooh and his friends such as terrifying living trees and skull faces. As Pooh and his friends ran, Facilier called his shadow minions to chase them. As Pooh and friends ran, Facilier's shadow cut them off but before it could do anything, Princess Jasmine pulled them behind a tree. As they hid, Facilier lost them and departed. Pooh and his friends then decided to join up with Jasmine.

Prince John was furious that his minions were not getting enough done. So he decided to lead an attack that would strike a massive blow to the heroes. And he chose to attack the very hero who outsmarted both Pete and the Sheriff, Aladdin. The Sheriff shot an arrow at Aladdin while he was riding on the Magic Carpet, knocking them off. Prince John then ordered his minions to attack. Aladdin then grabbed a walking stick and used it to fight off Prince John's guards beating them and the Sheriff back. Abu tried to intimidate the Beagle Boys with a a sword but was subsequently scared off when they revealed their assortment of weapons. As Abu ran, Pete grabbed him and threw him in a jar. Aladdin desperately held out against the Sheriff but the Sheriff managed to cut his stick in half. The Magic Carpet then intervened and knocked the Sheriff down. Prince John then personally entered the battle and slashed Aladdin with a sword. Prince John's guards then tied up Aladdin and managed to capture him as Pete grabbed the Magic Carpet and tied it around a post. Abu watched helplessly as Aladdin was captured.

While Aladdin was kept busy, Jafar prepared to strike a blow to the heroes's other leader, Hercules. The sorcerer took Megara hostage and transformed into a giant snake to fight Herc. Jafar bit at Hercules but he rolled out of the way. Jafar tried to bite again but Hercules punched him in the face. Hercules ran for his sword but Jafar bit at him again. But Hercules caught his jaws and kept them pried open as he forced Jafar back. Hercules then got hold of his sword and mounted Pegasus to attack Jafar. As he dodged Jafar's bites, Hercules slashed Jafar with his sword. Realizing that the hero was too powerful, Jafar took a different approach. He brought Meg back into the picture and turned back into his human form. As Hercules got off of Pegasus, Jafar said that he would free Meg and ensure she wouldn't get hurt if Hercules surrendered his demigod strength. Hercules agreed and gave up his strength as Jafar freed Meg. Jafar then departed.

Cruella, Madam Medusa, and Clayton rushed into the forest for their hunting trip. But they didn't really expect most of them to fight back. Bambi and the other forest creatures were there to drive the humans away. But with an entire gang of poachers and also the Evil Queen's pet wolves, this wouldn't be easy. The wolves came rushing at the deer but Bambi leaped into the fray and charged at the wolves, knocking one down. Madam Medusa sent Brutus and Nero out but Todd confronted them. Madam Medusa shot at him, but Todd dodged and the shot hit Brutus. As Medusa ran into the fray, Lucky Jack punched her in the face. Jasper then stepped in and hit Lucky Jack with a stick. He then swung at Buck but Buck jumped over each swing. As Horace intervened, Buck kicked him into a wall. Clayton then brought in his team of poachers to aid them. The wolves attacked Kenai and Kenai threw one of them against a tree. The wolves then ran off. But Clayton's poachers got out some ropes and started to tie down the cows and Buck but Buck managed to wrench himself free. Kenai hid Koda in a hole as he went out to fight. Madam Medusa shot a trap nearby that got Kenai hanging from a tree by his leg as Snoops pulled him up. Todd and Vixey huddled into a corner as the poachers threw a net over them. Bambi ran in to help and jumped over a cliff but Clayton shot him in midair, causing him to land ungracefully. As Bambi struggled to get back up, Clayton and his crew closed in.

Hades forced the Spring Sprite to release the Firebird... and all Hell broke loose. Back down in the forest, Koda freed Kenai from the tree and both began to run off. As Clayton was about to finish off Bambi, the Firebird emerged. Clayton and his hunting team retreated in fear as the Firebird unleashed its destructive power on the froest. The animals ran from the lava, fire and smoke the Firebird released. The Great Prince of the Forest arrived and urged Bambi to get up as the two ran from the fire. The deer escaped from the fire by jumping in the water as the Spring Sprite looked in horror over the destruction. Hades then departed.