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Western Animation / Pinocchio and the Emperor of the Night

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A 1987 animated feature released by New World Pictures and made by Filmation.

One year after becoming a real boy, Geppetto feels Pinocchio's ready to take on some responsibility, and so entrusts him with a delivery job: take a hand-crafted jewel box to the Mayor. Unfortunately, he instead trades the box away to a pair of con artists he meets on the road, in exchange for a big, shinyand fakeruby. Geppetto, upon finding out, is somewhat less than pleased.

That night, a guilt-ridden Pinocchio runs away from home to join the mysterious carnival that sprung up overnight. It's run by a totally upright, trustworthy, not-creepy-in-the-least puppetmaster (named Puppetino) who tempts Pinocchio into a dance with Twinkle, "The Most Beautiful Puppet In The World"... if he shows him what he can do first. What follows can only be described as an exercise in creepy, as Pinocchio is forced to dance as he watches himself turn back into a puppet.


If the viewer hasn't been scared into shutting the movie off yet, the Blue Fairy comes in and makes everything better, after a brief but stern reminder about "The Power Of Choice" and an amusing callback to the original tale as he tries to explain just how he got into that predicament in the first place. Pinocchio, now flesh-and-blood again, immediately decides to prove his newfound sense of responsibility... by going out to get the jewel box back.

A series of hijinks (and a Wacky Wayside Tribe for his sidekick Gee Whillikers, a wooden bug brought to life) later, Pinocchio finds himself in the ominous Empire of the Night, being tempted onto a gondola by a mysterious figure. Again, Pinocchio's excellent judgment shines through as he decides to make a pit stop in "The Land Where Dreams Come True" — a particularly acidic Disney Acid Sequence. Despite the strangeness of the place, Pinocchio finds all his wishes are granted... the opportunity to have fun with no rules, an unlimited supply of toys, and fame and fortune. But of course, there's a price...


The movie is ostensibly a sequel to the classic tale, but it's more of a Mockbuster of the Disney version than that: It has Funny Animal con artists, a Jiminy Cricket-esque conscience figure, a sadistic puppetmaster, a place where kids are free to do whatever they like for a price, a titanic battle on the high seas, and a few musical numbers. Disney noticed and sued Filmation for copyright infringement; they lost, as the original Pinocchio story was written by Carlo Collodi and out of copyright.

The film opened on Christmas Day 1987 and was a commercial failure — it cost $8 to $10 million to make, but only earned $3.3 million domestically. However, it retains a small but loyal cult following; fans of the movie will point out many differences between the two films, one of which is this film's Aesop about the power of choice, and the theme of temptation as a form of captivity. They'll also cite the Darker and Edgier nature of the opposition; in particular, Puppetino's transformation of Pinocchio and the appearance of the eponymous Emperor of the Night are unique, impressive, and terrifying to this day.

See also two sister Filmation productions: Journey Back to Oz, a sequel to The Wizard of Oz, and Happily Ever After, a sequel to Snow White and the Seven Dwarfs produced at the same time as this film (and which Disney had more success in driving into obscurity).

This film contains examples of:

  • Aesop Amnesia: The movie pretty much runs off this, in regards to Pinocchio forgetting every single lesson he learned in the original story!
  • Animation Bump: While the animation is noticeably above the usual effort put forth by Filmation, there's instances where the animation is far more fluid and expressive than others, such as the musical numbers and the Emperor's death.
  • And I Must Scream: While Pinocchio is being turned back into a puppet, the camera cuts several times to closeups of Twinkle watching, implying that her original human self is still conscious, but trapped inside her now-puppet body — and she's aware of what's happening.
  • Award-Bait Song: "Love Is a Light (Inside Your Heart)".
  • Beware the Nice Ones: Pinocchio, of all people. He doesn't actually throw any punches, but he still gets surprisingly badass during the film's climax.
  • Big Bad: Puppetino seems to be this for the first half of the film, but then the Emperor of the Night comes in for the second.
  • Big Good: The Blue Fairy, naturally.
  • Big "WHAT?!": "You did what?!" from Geppetto when Pinocchio tells him he traded away the jewel box for a ruby that turned out to be fake.
  • Blatant Lies: Pinocchio's explanation to the Good Fairy for how he came to be Puppetino's prisoner. Invoked later on when he deliberately tells lies in order to make his nose longer so he can use it to open a very high lock.
  • Brick Joke: In Scalawag and Igor's introductory scene and Establishing Character Moment, Scalawag yells out that the sky is falling to distract their customers from the con. During the climax, as the Emperor of the Night's dimension starts crumbling around them, Scalawag yells out that the sky is falling again. This time, Igor points out that it's no trick.
  • Captain Ersatz: Most of the film's characters for characters from the original book, especially as they were presented in the Disney adaptation. Gee Willikers is Jiminy Cricket given Pinocchio's origin story, Scalawag and Igor are Honest John and Gideon with redeeming characteristics, Puppetino is Stromboli with magical powers, and the Emperor of the Night is an even scarier version of the Coachman. The giant ship turning out to have a magical underworld within it combines the Pleasure Island locale and Monstro the whale.
  • Circus of Fear: With shades of Something Wicked This Way Comes.
  • Contrived Coincidence. When Igor and Scalawag shoot themselves out of the cannon to escape the angry mob, they just happen to crash into Pinocchio. The plot ensues.
  • Creepy Child: The kid in the cowboy hat that encourages Pinocchio to drink what's implied to be alcohol. He turns out to be one of the Emperor's disguised forms.
  • Dance Party Ending: Well, at least Geppetto, Twinkle, and Pinocchio dance before heading off into the sunrise. Comes this close to being a "YEAH!" Shot ending.
  • Deal with the Devil: The Emperor tries this on Pinocchio, and it nearly works as he willingly forfeits his free-will over to guarantee his family and friends' safety. But the Emperor screws up, as he fails to live up to his end of the deal, triggering Pinocchio's wrath -- and vow to leave by force.
  • Disney Owns This Trope: Disney certainly thought so, and sued Filmation for copyright infringement. A judge disagreed, on the grounds that Carlo Collodi's original Pinocchio story was out of copyright, and Disney lost the suit.
  • Does This Remind You of Anything? A more subtle form, but listen very closely to the song "Do What Makes You Happy", which sings about the joys or abandoning home to pursue the life of a rule-snubbing vagabond. How many kids and teenagers have ran away from loving homes just for a taste of freedom? And how many have later come to regret it? "No one to scold you/No one to hold you"...
  • The Dragon: Puppetino, it turns out. While very effective at first, particularly in using temptation to get Pinocchio to make his Deal with the Devil, by the end he proves to be next to useless, cowering like a random Mook, and when the shit hits the fan is a Dirty Coward. Even his powers seem to be a gift from the Emperor, if his ultimate fate also implies a stripping of those powers, thus rendering even his earlier crowning moments rather lackluster in retrospect. His fear of his boss, however, was likely due to fear of You Have Failed Me (and he was right to worry).
  • Evil Puppeteer: Puppetino fits this role to a T. He has the power to turn Pinocchio back into a puppet, and has already done that with Twinkle before him. Which makes you wonder if his other puppets are also children and people he transformed.
  • Evil Sounds Deep: Evil sounds like James Earl Jones!
  • Exposition Fairy: Gee Whillikers, taking the Jiminy Cricket role for this movie.
  • Expy: It's painfully obvious that Scalawag and Igor are meant to be stand-ins for Foulfellow and Gideon. However, because raccoons are cute, chubby, and cuddly, and these two end up proving their inner heroism by swallowing their cowardice, doing a Heel–Face Turn, and helping Pinocchio out in the end—if only by getting him to the empire and then standing by him when it counted.
    • Besides those two, we have Jiminy Cricket Gee Willikers, a small insect named after an interjection who tries to keep Pinocchio on the straight and narrow, and a painfully obvious expy of Lampwick in the Pleasure Island Neon Cabaret scene. And like Monstro, the Emperor's ship swallows their boat whole and provides the backdrop for Pinocchio's final battle.
  • Four-Fingered Hands: It's painfully obvious that most of the characters have this. The only exception is the Emperor of the Night himself.
  • Friend or Idol Decision: The Emperor of the Night pulls one of these on Pinocchio, trying to make him choose between Geppetto, Twinkle, and his friends on the one hand versus his freedom. Pinocchio decides to Take a Third Option. Things end poorly for the villain.
  • Glamour Failure: The glowing red eyes on all of the Emperor's various incarnations.
  • Good Hurts Evil: Or at least, the purity of Pinocchio's Heroic Sacrifice and The Power of Love does. Both lampshaded and foreshadowed by the Blue Fairy's pep-talk Aesop song.
  • Heel–Face Turn: Scalawag and Igor, though they were fairly Lovable Rogues in the first place.
  • Heel Realization: Scalawag's moment in prison, when he realizes that all of them had succumbed to the power of their own dark desires, which allowed the Emperor to manipulate, corrupt, and ultimately ensnare them.
  • Hidden Depths: From Scalawag and Igor no less, who give a Balance Between Good and Evil explanation to Pinocchio, about the Emperor's and Blue Fairy's diametrically opposed motives and goals concerning free will.
  • Holy Burns Evil: Neither Emperor nor Empire of the Night can stand up to Pinocchio's display of free will, love and sacrifice for his loved ones.
  • Honest John's Dealership: Scalawag and Igor's carnival shell game.
  • Horrible Judge of Character: Pinocchio, again.
  • Humanoid Abomination: The Emperor of the Night is a monstrosity; he has four arms but lacks a whole body, seeming to be part-darkness.
  • Idiot Hero: Almost all of the bad things that happen in the film are the direct result of Pinocchio not only completely disregarding common sense, but ignoring the shrieking bug telling him that what he's doing is a bad idea.
  • I Lied: The Emperor pulls this trope after Pinocchio agrees to give away his freedom in exchange for Geppetto, Twinkle, Scalawag, and Igor being released. Big mistake.
  • Irony: The Emperor wants Pinocchio to have no choice, this ends up going badly for him as Pinocchio, having no choice, sacrifices himself to save his father.
  • Jerk with a Heart of Gold: Scalawag, in the end. (Natch, considering his VA.)
  • Jump Scare: The Emperor gives a particularly nasty one to the younger viewer, when his fingers transform into screeching demons, emphasizing that his empire can suddenly switch without warning from a dream to a nightmare.
  • Karma Houdini: Technically, everything that happens in the movie is the fault of Scalawag and Igor for taking the music box from Pinocchio, yet because in the end they change sides and stand by him, they're given free passes, everyone walks off as friends, and this is never really brought up again. Justified, perhaps, in that unlike Foulfellow and Gideon, they were thieves and con men for fun and profit, not out of malice, they clearly regretted their mistakes, and they genuinely do redeem themselves.
  • Large Ham: James Earl Jones as the Emperor lingers over every syllable of every line here, clearly having a blast with the role.
  • Laser-Guided Karma: Puppetino's fate. What isn't clear is whether this is just the Emperor inflicting a particularly delicious and ironic punishment, or if he was restoring him to what he used to be.
  • Lions and Tigers and Humans... Oh, My!
  • Lotus-Eater Machine: "The Land Where Dreams Come True."
  • Malignant Plot Tumor: Gee Willikers and Lieutenant Grumblebee enlist the aid of bugs everywhere by visiting "Bugzburg" and fight off... a frog. The side-story has little consequence, consumes a lot of time, and nearly derails the plot of the entire movie! Considering the film was supposed to get a spin-off based around the town (which came very close to a Fall 1989 debut, but scrapped due to L'Oreal disposing of the studio with their purchase of it), it comes off more as a poorly disguised Backdoor Pilot than anything else.
  • Mood Whiplash: It happens several times in this film - a charming moment plays out with a upbeat song, only to be followed by a nightmarish scene.
  • Not Using the "Z" Word: It's pretty obvious that the Satan-esque Emperor wants to take Pinocchio's soul, as he has done with countless others. Despite this, the word "soul" is never used. Instead, the Emperor turns people into puppets so he can take away their "freedom".
  • Puppet Permutation: What Puppetino dishes out to Pinocchio (and before him, Twinkle and countless others), and what the Emperor of the Night in turn does to him.
  • Quintessential British Gentleman: Lieutenant Grumblebee is an anthropomorphic animal version of this. He has an I Am Very British accent and is something of an Upper-Class Twit in his pomposity, and is also the bug world's equivalent of a World War I or II fighter pilot (i.e. the character of Biggles).
  • Satanic Archetype: Let's be honest with ourselves here: "Emperor of the Night" is a fancy way of saying "Satan" without Moral Guardians getting upset; the Emperor is a demonic entity of darkness who rules over a realm called "the Empire of the Night", to say nothing of how he tempts people into sin and makes deals in exchange for people's "freedom", complete with contracts. At the very least, however, his design is unique and not a Big Red Devil like most would expect.
  • Satellite Love Interest: Twinkle exists pretty much to tempt Pinocchio and be a Living MacGuffin for the second half of the movie.
  • Shapeshifter Showoff Session: The eponymous Emperor reveals himself to Pinocchio with this, transforming into all the various forms he's held while Puppetino was guiding the boy through his evil little wonderland before finally assuming his fearsome true form.
  • That Reminds Me of a Song: The set-up for the Award-Bait Song listed above probably qualifies as this, particularly since it existed solely to show off the talents of Rickie Lee Jones. However, the song in question is crucial to the Aesop as well as the climax of the film, and while never mentioned explicitly again an instrumental version of it does play as part of the soundtrack during said climax. Lacking in subtlety, but still effective.
  • This Is Something He's Got to Do Himself: Pinocchio's determination to get the jewel box back and thus prove his responsibility and trustworthiness, whatever the cost. He means well, but it does come across as a bit of Lawful Stupid behavior.
  • Those Two Guys: Scalawag and Igor are always together when they appear in the movie.
  • Toy Transmutation: The Emperor of the Night does that to kids as a Deal with the Devil to strengthen himself and weaken the Blue Fairy. His main goal is to do that to Pinocchio himself, since turning back the only doll to ever Become a Real Boy is bound to shift the balance in his favor a lot.
  • Vaudeville Hook: Scalawag and Igor attempt to dance on stage to snap Pinocchio out of his fame-and-fortune illusion, but they end up getting yanked offstage by one of these.
  • Wacky Wayside Tribe: Bugzburg.
  • Wholesome Crossdresser: Scalawag and Igor, as a distraction to snap Pinocchio out of his fame-and-fortune illusion.