Danny Edward (from Peter Pan in Return to Neverland) as Young Flounder
Mickey Mouse (from House of Mouse) as Sebastian
Danny (from Cats Don't Dance) as Scuttle
Geppetto (from Pinocchio) as King Triton
Penelope Spectra (from Danny Phantom) as Morgana
Monstero (from Pinocchio) as Shark Undertow's (Large)
Sir Hiss (from Robin Hood) as Undertow's (Small Size)
Buzz and Delete (Cyberchase) as Cloak and Digger
Paulie Pretztail and Fergy Fudgehog (Viva Piñata) as Tip and Dash
Clayton (from Tarzan), Captain Hook (from Peter Pan), Prince John (from Robin Hood) and Gaston (from Beauty and the Beast) as Undertow's Various Transformations
Chip (from Beauty and the Beast) as Waiter who passes by Melody
Princess Eilonwy (from The Black Cauldron) as Blonde-Haired in Orange Dress
John Darling (from Peter Pan) as Chubby Boy in Blue Suit
Hogarth Hughes (from The Iron Giant) as Skinny Boy in Green Suit
Fife (Human) (Beauty and the Beast The Enchanted Christmas) as Music Orchesta
Penny (from The Rescuers) as Brown-Haired in Purple Dress
Kevin and Nazz (Ed, Edd, n Eddy), Gosalyn and Honker (Darkwing Duck) as Waltzing Children