Once upon a time, in the kingdom of Pete, a dark shadow looms over the land, withering crops and making people unhappy. King Pete is told by his royal advisor that only a king can bring back the Water of Life to heal the land. Not wanting to go on a quest for it, the cowardly Pete makes Mickey, a laundry boy, the temporary king. Reluctant at first, Mickey sets off to save the kingdom, running into Goofy and Donald along the way, but as this happens, King Pete is informed by his advisor that whoever does bring back the Water of Life will become the new king. Not wanting to lose his kingdom to Mickey, Pete vows to arrest Mickey should he return.
This game features the same platforming and block-throwing actions from the previous two games, and replaces the ability to butt-stomp enemies with the ability to attack them with soap bubbles.
This game was preceded by Castle of Illusion and Land of Illusion.
This game provides examples of:
- Accessory-Wearing Cartoon Animal: The Dragonfly Mickey rides on his way to the River of Time wears a flight helmet and four gloves.
- American Kirby Is Hardcore: The game's Japanese box art depicts a happy Mickey riding an equally-happy Dragonfly. The North American and European box art depict both Mickey and the Dragonfly with determined sneers on their faces as Goofy and Donald cheer them on.
- Auto-Scrolling Level: In the Rainbow Wastelands, the screen scrolls, and Mickey has to keep up while dodging enemies and hazards.
- Big Dam Plot: The Sorcerer of Darkness has dammed up the River of Time so the Water of Life can't flow. Mickey must defeat him so he can destroy the dam afterwards and the water can flow to the Tree of Life.
- The Cameo:
- Lucifer appears as an enemy in the first level.
- When Mickey first meets the Sorcerer of Darkness, the Sorcerer takes on the form of Mr. Busy the Beaver for the purpose of damming up the River of Time.
- Contrasting Sequel Antagonist: The Sorcerer of Darkness serves as this to Mizrabel and the Phantom, who were the villains of the Illusion series' previous installments, Castle and Land. While all three of them are Disney villains under different names and use magic spells in the battles against them, their motives are all different. In Castle, Mizrabel captured Minnie out of jealousy of her beauty and popularity, and in Land, the Phantom stole the magical crystal and used its powers to turn Mickey's friends into his henchmen to serve his evil purposes. In this game, the Sorcerer dammed up the river of time to stop its water from flowing so he could wither everyone's crops. The Sorcerer also transforms into a dragon during the second phase of his battle, while Mizrabel and the Phantom both stayed the same. Also, while he is the Big Bad for most of the game, the Sorcerer is not the game's Final Boss the way Mizrabel and the Phantom were, as that honor goes to King Pete.
- Crystal Landscape: The Crystal Forest.
- Dirty Coward: King Pete. Not wanting to go out on a quest to save his kingdom, he makes Mickey the temporary king to do it for him. When he finds out that whoever returns with the water of life will become the new king, he decides to arrest Mickey when he returns despite Goofy and Donald's protests.
- Disc-One Final Boss: The Sorcerer of Darkness is the Big Bad for most of the game, and Mickey goes on a quest to defeat him and undo his evil spells to save the kingdoms of Pete, Goofstein, and Duckingham Palace. When Mickey returns to the Kingdom of Pete, King Pete attempts to arrest him for impersonating a king despite the fact that Mickey has fulfilled his quest and proven himself to be the rightful king according to the ancient scroll. Mickey must defeat Pete in order to claim his rightful position as the new king.
- Evil Sorcerer: The Sorcerer of Darkness casts a dark cloud over the Kingdom of Pete and transforms himself into a beaver to dam up the River of Time to wither the crops and make everyone unhappy. After Mickey defeats him in his normal form, the Sorcerer transforms into a dragon.
- First Town: The first level, Castle Goofstein, takes place in the Kingdom of Goofstein.
- Fully-Dressed Cartoon Animal: While Mickey is normally a Half-Dressed Cartoon Animal, he dips into this territory in this game by wearing a blue shirt and a green hat along with his pants and shoes.
- Ghastly Ghost: A ghost serves as the boss of Duckingham Palace. Defeat him to rescue King Goofy.
- The Good King: Goofy and Donald are both noble kings of their respective kingdoms, Goofstein and Duckingham Palace. Mickey also becomes the new king of the Kingdom of Pete, renaming it the Kingdom of Mickey at the end of the game after fulfilling his quest and defeating King Pete.
- Got Volunteered: King Pete sends Mickey out to collect the Water of Life and save the Kingdom of Pete, only to later regret it when his royal advisor informs him that the one who does so will become the new king.
- Green Hill Zone: The Gardens of Illusion, which serves as the seventh level. Here, Mickey finds the Tree of Life, who tells him he needs to get the Rivers of Time to flow again before everything perishes.
- Improbable Weapon User: Mickey's basic attack against his enemies involves him tossing soap bubbles.
- Levels Take Flight: Mickey rides a giant dragonfly to travel to the River of Time and save the Tree of Life, dodging obstacles along the way.
- The Lost Woods: The Forest, which serves as the second level.
- Mad Bomber: King Pete, the game's final boss, attacks Mickey by tossing bombs at him.
- One-Winged Angel: After Mickey defeats the Sorcerer of Darkness in his normal form, the Sorcerer transforms into a dragon and Mickey has to fight him in this form.
- Oxygen Meter: Like in Land of Illusion, Mickey has one that he needs to mind when he's swimming.
- Prisoner's Work: Just before the final battle with King Pete, Pete vows that once he's done with Mickey, he will make him break rocks in his royal quarry for impersonating a king. At the end of the game, Mickey becomes the new king of the Kingdom of Pete and renames it the Kingdom of Mickey, and he makes Pete his prisoner, having him break rocks in the quarry.
- Rogues' Gallery Transplant: Merlock the Magician, the main villain of the DuckTales movie is one of the bosses, though he is only referred to as Evil Magician.
- Scary Stinging Swarm: Bees serve as enemies in the Forest.
- Selective Magnetism: In Duckingham Palace, here are N and S blocks, which represent the North and South poles of a magnet. Mickey can use the blocks to create platforms he can jump off of.
- Shifting Sand Land: The Rainbow Wastelands.
- Shout-Out: In the Forest, the Snake enemies fly with their heads in bubbles and using their tails as propellers, much like Sir Hiss did in Robin Hood (1973) (albeit with a balloon).
- Shut Up, Hannibal!: Near the end of the game, when Mickey returns to the Kingdom of Pete, King Pete is about to arrest Mickey for impersonating a king, but Donald and Goofy intervene, defending Mickey by telling Pete that Mickey is a brave hero who saved their kingdoms and has proven himself to be the rightful king as written in the ancient scroll. Pete attacks Mickey anyway, cue the final battle.
- Underwater Ruins: The Sunken Ruins, which serves as the fourth level. Here, Mickey finds King Donald of Duckingham Palace.
- We Will Meet Again: At the end of the game, Mickey defeats King Pete and becomes the new king, renaming the Kingdom of Pete the Kingdom of Mickey, and making Pete his prisoner, having him crush rocks in the royal quarry. Pete vows that one day, he will be the king again.
- Wicked Weasel: Weasels serve as common enemies.
