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Shiresland Fairy Fable Theater is a 2002 DreamWorks television film, directed by Kenny Thompson and written by Tom Martin and Jim Lewis and stars Whoopi Goldberg, David Arquette, Joan Cusack, the cast of Friends and The Shiresland. The plot centers on Matthew Mouse who, after losing all hope for saving the Shiresland Theatre, is assisted by an angel who shows him a world in which he had never been born. This was the first Shiresland production without the involvement of veteran Muppet performer Paul Winchell. Instead, Bill Fagerbakke performed Winchell's characters Michelle Mouse, Boofy and Sid the Cricket marking his feature film debut as those characters.

Felix Fox, performed in the film by Brian W. Armstrong, makes his first major appearance since the death of his initial performer, David Arthur. Arthur's character Jealous the Lizard was also performed by Armstrong and has a speaking role for the first time since Arthur's death.

Alan Oppenehimer was ill during filming, so most of his characters were puppeteered by others and later dubbed by Oppenheimer in post-production. The exception was Oppenheimer's character Lewis the Sea-Rex, who was performed by Jim Cummings.


  • David Arquette as Daniel, an angel who appears to Matthew at Easter
  • Joan Cusack as Rachel Bitterman, a spoiled, rich young banker
  • Matthew Lillard as Luc Fromage, a foppish French choreographer
  • Whoopi Goldberg as The Boss, the Creator of the Universe

Shiresland performers

  • Charles Martinet as Matthew Mouse, Baker, Sparky the Bee, Big Bunny
  • Frank Welker as Douglas Duck, Dr. Benson Honeydew, Clammy, Dluto, Skipper the Fly
  • John Shires as Black Peter
  • Alan Oppenheimer as Tinkerbell, Tip the Mouse, Stinky, Kit Colby, Charlotte Cow, Crazy Henry, Announcer
  • John Stephenson as Mr. Eagle
  • Brian W. Armstrong as Felix Fox, Jealous the Lizard
  • Bill Fagerbakke as Michelle Mouse, Boofy, Sid the Cricket
  • Jim Cummings as Lewis the Sea-Rex, Pippin the Bug King, Henry the Bear, Silly the Chef, Oscar the Ugly Rabbit

Cameo guest stars

  • Jennifer Aniston as Rachel Green
  • Lisa Kudrow as Phoebe Buffay
  • Matt LeBlanc as Joey Tribbiani
  • David Schwimmer as Ross Geller
  • Courteney Cox as Monica Geller
  • Matthew Perry as Chandler Bing