Woodcarver Geppetto has pets Figaro the cat and Cleo the fish. He has just made a little wooden puppet called Pinocchio. Wishing upon a star before he goes to bed, Geppetto wishes that Pinocchio would become a real boy. As Geppetto sleeps, the Blue Fairy arrives and partially grants his wish. Pinocchio can come to life, but he must prove himself worthy before becoming a real boy. He will require some guidance, and Jiminy Cricket agrees to act as his...

Ariel is a beautiful mermaid princess with an even more beautiful voice, who just happens to be enthralled with the human world so much that she disobeys her father to visit the surface. When she rescues a handsome prince from drowning, the sea-witch Ursula recognizes an opportunity to tempt the naive girl and overthrow the kingdom at the same time.