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Disney Pals: Back in Action
Directed by Gary Winick
Produced by Jordan Kerner
Written by Philip LaZebnik
Based on Disney Pals
by Alan Zaslove
Starring Taylor Momsen
Dakota Fanning
Skye McCole Bartusiak
Christopher Lloyd
Zach Tyler Eisen
Matthew Broderick
Music by J. A. C. Redford
Cinematography Michael Chapman
Edited by Ellen Keneshea
Walt Disney Pictures
The Kerner
Entertainment Company
Distributed by Buena Vista Pictures
Release date January 31, 2003
Running time 107 minutes
Country United States
Language English
Budget $103 million
Box office $138 million

Disney Pals: Back in Action is a 2003 American live-action/animated adventure film that is based on the television show Disney Pals. Directed by Gary Winick, it is the second Disney Pals film to be theatrically released, after 1999's Disney Pals: The Movie. The voice cast reprised their roles from the show and first film, with Taylor Momsen, Dakota Fanning, Skye McCole Bartusiak, Christopher Lloyd, Zach Tyler Eisen, and Matthew Broderick in live-action roles. In the film, Donald Duck befriends a young outcast with whom he participates in a children's triathlon, while Mickey Mouse joins forces with the Child Education Service's top student to find him and bring him back before Donald's Duck Café shuts down.

Disney Pals: Back in Action was released in theaters in the United States on January 31, 2003 by Walt Disney Pictures. It received mixed-to-negative reviews, with criticism for its story, humor, modern references, human characters, and perceived lack of the TV series' educational value, while the blend of live-action and animation and Momsen and Fanning's performances were mostly praised. It was also a box office bomb, grossing $138 million worldwide against an $103 million budget. It was the final Disney Pals film to feature Wayne Allwine and John Fiedler before their deaths in 2005 and 2009, and the last theatrically-released Disney Pals film until Vanellope's Rhyme Time Rhythm in 2017.


On Main Street, U,S,A,, Donald Duck's temperamental screw-ups make him feel left out by the Disney Pals. To get some respect, Donald leaves Main Street and meets Ava S. Wendt, an outcast triathlete who wishes to win the year's children's triathlon. Since she knows where the triathlon is, Donald resolves to win the triathlon with Ava's help. At the triathlete, Donald and Ava come face-to-face with its local bully and three-time champion, Xochitl Xian Tchaikovsky, and his henchmen, Sacha Myers and Luke Jones. Donald promises the coach, Melissa "Mass" Marsh, that he will try not to screw up, which would lead to him and Abigail being expelled from the triathlon.

Meanwhile, Mickey Mouse goes looking for Donald and tracks him out to the triathlon and enlists the help of Mackenzie M. McCambridge, the noble but cynical top student of the Child Education Services. During the cycle sport event at night, Abigail and Donald cross the finish line when Mackenzie and Mickey arrive. Donald accidentally steers the bike (along with Donald, Mickey, Ava, and Mackenzie) down toward a field of roses, spoiling the bike. Mackenzie confronts Abigail for "stealing" Donald, since his disappearance has left his Duck Café at the pain of closure. Abigail offers Mackenzie a deal: if Mackenzie joins them in the triathlon, she will let her take Mickey and Donald back to Main Street, to which Mackenzie reluctantly accepts.

The next day, after Abigail's bike is fixed by the triathlon's mechanic named Dr. Willy Walsh, the four continue to participate in the triathlon. In the swimming event, Donald, while trying to perform a magnificent dive, accidentally falls on Abigail, allowing Xochitl to get to the other side of the race's swimming pool. Although he saves Abigail from drowning, Mass expels the four because of Donald's screw-ups. In the aftermath of their expulsion, Abigail and Mackenzie have a falling out, and Mackenzie angrily orders Abigail to leave her alone and turns her in to the police (who she called the night before), while Donald walks away with great guilt.

Mickey catches up and convinces Donald that he has what it takes to be respected, prompting Donald to head back to the triathlon with Mickey. On the way, Donald and Mickey find Abigail in jail, but Mackenzie, having a change of heart, clears up the misunderstanding to the police, and they set Abigail free. Mickey, Donald, Abigail, and Angelica are requalified into the triathlon, angering Xochitl. At the running event, Abigail runs the laps, with Donald acting as her crew chief. Xochitl fails to make Abigail lose, even at the point of holding her down on the ground when they near the finish line. As the other runners approach right behind Abigail and Xochitl, Mackenzie apprehends Xochitl, narrowly allowing Abigail to run across the finish line, henceforth winning the triathlon.

Xochitl is expelled from the triathlon and arrested, as Sacha and Luke become fed up with her cheating and abusive behavior, while Abigail, praised for her sportsmanship, is given the triathlon's trophy, with Donald being loved even more for his honesty and selflessness. Mickey and Donald return to Main Street, while Donald rejoins the Disney Pals and shares his newfound respect with Mickey as the Duck Café is reopened. Sometime later, Donald and Mickey invite Abigail and Mackenzie to visit Main Street to have fun with them and the Disney Pals.


  • Taylor Momsen as Abigail S. Wendt, a outcast triathlete who wishes to compete in the children's triathlon.
  • Dakota Fanning as Mackenzie M. MaCambridge, the intelligent but cynical top student at the Child Education Services.
  • Skye McCole Bartusiak as Xochitl Xian Tchaikovsky, the mean-spirited bully and three-time champion of the triathlon.
  • Christopher Lloyd as Dr. Willy Walsh, the triathlon's mechanic who fixes triathlon participants' bikes.
  • Zach Tyler Eisen as Albert Wendt, Abigail's brother who is always loyal to his sister.
  • Matthew Broderick as Manny Wendt, Abigail and Albert's single father.
  • Erik Per Sullivan and Daryl Sabara as Sacha Myers and Luke Jones, Xochitl's dimwitted henchmen.
  • Laurie Metcalf as Ms. Anna, Angelica's noble, optimistic teacher at the Child Education Services.
  • Kristin Kreuk as Mellissa "Mel" Marsh, the coach of the triathlon.




After the success of Disney Pals: The Movie in 1999, a sequel was announced by Alan Zaslove to be in development under the name Disney Pals: The 2nd Movie, with a release scheduled for July 30, 2004. The plot would have focused on Zelda and Zac as young adults and reuniting with Mickey and the Disney Pals when three naughty boys release animals from Main Street's zoo, and they would need to find the animals one-by-one and bring them back to the zoo. However, Disney scrapped that idea in July 2000, and in May 28, 2001, announced that they decided to instead release a live-action Disney Pals film titled Disney Pals: Back in Action on January 31, 2003, with production beginning on August 21, 2001. Filming took place in Palmdale, California. Animation was done using the regular traditional animation. Disney gave director Gary Winick little-to-no creative freedom, which led to production being what seemed like a nightmare for him, series creator Alan Zaslove, and Disney animator Tony Bancroft.


In November 2001, it was announced that Wayne Allwine and Tony Anselmo would reprise their roles as Mickey Mouse and Donald Duck in the sequel. On December 7, 2001, Taylor Momsen and Dakota Fanning were cast as the female leads, Abigail S. Wendt and Mackenzie M. MaCambridge. Russi Taylor, Bill Farmer, Jim Cummings, John Fiedler, and Charles Fleischer also reprised their roles. It was explained that with Paul Winchell having retired from acting 1999 and not reprising his role as Tigger, he was replaced by Cummings, and Tress MacNeille voiced Daisy Duck, replacing Diane Michelle from the first film.


The film's score was composed by J.A.C. Redford, replacing David Newman from the first film. The soundtrack was released on CD by Buena Vista Records on January 10, 2003.



Buena Vista Pictures released the film in theaters on January 31, 2003.

Home media

Disney Pals: Back in Action was released on VHS and DVD by Buena Vista Home Entertainment on May 1, 2003. In 2008, both Disney Pals films were released on Blu-ray. It was released on Ultra HD 4k on August 3, 2019, then on The Walt Disney Company's streaming service Disney+ on November 12, 2019.


Box office

In the United States and Canada, Disney Pals: Back in Action was released alongside Final Destination 2 and The Recruit, and was projected to gross $14 million in its opening weekend. The film $44 million in the opening weekend, including $18 million in its first day, ranking 1st at the box office. The film closed from theaters on May 9, 2003, grossing $58 million domestically and $80 million internationally, for a worldwide total of $138 million, against a $103 million production budget, making it a box office disappointment. Reasons for the bad performance included Disney's refusal to promote the film because of the disastrous production and being over-budget, as well as the hand-drawn fatigue with audiences beginning to lose interest in hand-drawn animation with the success of computer animation with films like DreamWorks' Shrek and Pixar's Monsters, Inc. in 2001. As a result, the Disney Pals franchise remained primarily on television and home media for nearly one and a half decades. Disney would not produce another theatrical Disney Pals film until Vanellope's Rhyme Time Rhythm, which was released on February 24, 2017.

Critical reception

Disney Pals: Back in Action received mixed reviews from critics. On Rotten Tomatoes, the film has a 25% approval rating based on 179 reviews. The site's critical consensus reads, "Despite an all-star cast (Taylor Momsen and Dakota Fanning in particular), Disney Pals: Back in Action lacks the TV series' phenomenal educational value". It was the worst-rated Disney Pals film on the site and the first one to earn a "rotten" certification. According to Metacritic, which calculated a score of 40 out of 100 based on 35 critics, Disney Pals: Back in Action received "mixed or average reviews". Audiences polled by CinemaScore gave the film a grade of "B+" on an A+ to F scale, down from the "A" earned by the original film. Critics praised Momsen and Fanning's performances and the blend of live-action and animation, but felt that it lacked the series' education value, and criticized the plot, humor, and modern references.