Jealous of Mickey Mouse's popularity, Rumpelstiltskin seeks to make things upside down when he tricks Mickey Mouse into signing a contract into making things that was never happily ever after.
November 7, 2014
- Mickey Mouse (Brad Swalie) - is tricked into Rumpelstiltskin into giving everything to him
- Donald Duck (Tony Anselmo)
- Goofy (Bill Farmer)
- Pluto (Bill Farmer)
- Minnie Mouse (Russi Taylor)
- Daisy Duck (Tress MacNeillie)
- Aladdin (Scott Weinger) - in an alternate timeline, he was trapped in a prison after his revelations and humiliation by Jafar, he had grown a beard
- Abu (Frank Welker) - in an alternate timeline, he was with Aladdin
- Princess Jasmine (Linda Larkin) - in an alternate timeline, she was Rumpel's dancer
- Genie (Robin Williams) - in an alternate timeline, he was now Rumpel's servant after Jafar had his 3 wishes
- Prince Phillip (Roger Craig Smith) - in an alternate timeline, he was imprisoned by Maleficent for days, and had grown a stubble on his chin and had thinking about Aurora for days
- Princess Aurora (Jennifer Hale) - in an alternate timeline, she was in eternal sleep, after Phillip was imprisoned, King Stefan and the Queen were mourning for her death, causing them to sign the contract to Rumpelstiltskin
- Flora, Fauna and Merryweather (Susan Blakeslee, Russi Taylor and Tress MacNeille)
- Fa Mulan (Ming-Na) - witnesses Aurora walking to the spindle, and tried to save her, but was too late, and aids Phillip into finding her, as she promises to Aurora he'll find him and her, She is also quite fond of Aurora
- Mushu (Mark Mosely) - is a giant Dragon
- Peter Pan (Blayne Weaver)
- Tinker Bell (Kari Wahlgren)
- Cinderella (Jennifer Hale) - in an alternate timeline, Cinderella becomes an excellent archery woman to find Rumpel and bring Prince Charming back from existance until she gives birth to her child
- Prince Charming (Christopher Daniel Barnes) - was erased from existance until Cinderella has her child
- Fairy Godmother (Russi Taylor) - was killed by Rumpel, and had her wand stolen by him so he could offer Cinderella a bargain to become a princess
- Pinocchio (Seth Adkins)
- Jiminy Cricket (Phil Snyder)
- Blue Fairy (Rosaro Dawson)
- Snow White (Hynden Walch) - in an alternate timeline, learns how to be brave, and is taught by the Huntsman, Aurora one time stated before Rumpel's alternation, "She maybe the Fairest, doesn't mean she was the Brightest"!
- The Prince (Eric Loomis) - aids Snow White
- Little Red Riding Hood (Maggie Blue O'Hara) - now an adult
- Ariel (Jodi Benson) - Transformed into a Dragon, and is the guardian of Aurora.
- Flounder (Cam Clarke)
- Sebastian (Samuel E. Wright)
- Rumpelstiltskin (Jon Cryer, uses Freakshow's tone) - the main antagonist, got in the way of Aurora, Cinderella and Ariel's timelines, and now has Jafar, Maleficent, Captain Hook and Queen Grimhilde as his lieutenants, in the end was ruined his story, when Mushu mentions his name!
- Jafar (Jonathan Freeman) - the secondary antagonist, serves as Rumpel's lieutenant, still has a grudge against Aladdin
- Maleficent (Susan Blakeslee) - the other secondary antagonist, serves as Rumpel's other lieutenant, shows a rivalry against Grimhilde because they had the same plans as each other
- Captain Hook (Corey Burton) - the third secondary antagonist, serves as Rumpel's third lieutenant, shows a fear of a shark trying to eat him
- Queen Grimhilde (Susan Blakeslee) - the fourth and final secondary antagonist, serves as Rumpel's fourth and final lieutenant, shows a rivalry against Maleficent because they had the same plans as each other
"Finally" - Rumpelstilskin
"Don't Give Up!" - Sebastian, Mickey, Donald, Goofy, Mushu
"Age of War" - Captain Hook, Jafar, Grimhilde, Malefecent!