PierrickCanalFamille movie-spoofs and this is a parody of the Oliver and Company
- Peter (Make Mine Music) as Oliver
- Tin Soldier (Fantasia 2000) as Dodger
- Duke (Fantasia 2000) as Francis
- Mickey Mouse (Fantasia) as Tito
- Yo-Yo Flamingos (Fantasia 2000) as Einstein
- Ballerina (Fantasia 2000) as Rita
- Timon (The Lion King) as Fagin
- Ursula (The Little Mermaid) as Sykes
- Ariel (The Little Mermaid) as Jenny
- King Triton (The Little Mermaid) as Winston
- Flotsam and Jetsam (The Little Mermaid) as Roscoe and Desoto
- Spring Sprite (Fantasia 2000) as Georgette
- The Ringmaster (Dumbo) as Old Louie
- "Once Upon a Time in New York City"
- Peter Meets Tin Soldier/"Why Should I Worry"
- At the Dock
- Ursula (including Flotsam and Jetsam)
- Flotsam and Jetsam Leaves/Bedtime Story
- "Streets of Gold"/Ariel and King Triton Corelone
- In the Car
- At Foxworth's House/"Perfect Isn't Easy"
- In the Kitchen/Spring Sprite Meets Peter
- Tin Soldier has a Plan/"Good Company"
- Rescuing Peter/In Foxworth's House
- Sad Moments/Timon Has An Idea
- Where's Peter
- At Ursula's Building
- Ariel Meets Timon/ Ursula Took Her Away
- Rescuing Ariel
- Pursuit Through The Subway
- Ariel's Birthday/Spring Sprite and Mickey Mouse
- Farewells to Peter/"Why Should I Worry (Reprise)"
- End Credits
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