Pinocchio and the Emperor of the Night is a 1987 American animated fantasy adventure film & unofficial sequel to the Disney film Pinocchio.

Disney ended up suing Filmation for defamation and trademark infringement, but it was ruled against on the basis that Carlo Collodi's 1883 novel The Adventures Of Pinocchio was in public domain.

The voice-over actors in the film consist of Scott Grimes, Tom Bosley, Edward Asner, James Earl Jones, Don Knotts, and Frank Welker.


Spoiler warning: The following contains plot details about
the entire movie.

A bumblebee named Lieutenant Grumblebee is woken from his sleep by the arrival of a large sinister looking ship. A man named Puppetino remarks that this is the ideal spot for the carnival. Stakes and ropes fly from the ship and a circus tent forms. Grumblebee hastily leaves the area.

A year after being made human by the Good Fairy, Pinocchio celebrates his first birthday with Mister Geppetto. The Good Fairy appears and teaches Pinocchio that love is his most powerful gift. She brings to life one of Pinocchio's own carvings, a wooden glow worm, to act as Pinocchio's conscience.

A surprised Pinocchio accidentally names it Gee Willikers. After the party, Pinocchio offers to deliver a jewel box to the mayor for Geppetto. En route, he encounters Scalawag the Raccoon and Igor the Monkey, who trick him into trading the box for the "Pharaoh's Ruby". The ruby turns out to be a fake and Geppetto is furious. Pinocchio runs away, leaving Gee Willikers behind.

Pinocchio looks for work at the carnival and is entranced by a blonde marionette named Twinkle. Puppetino recognizes Pinocchio and uses Twinkle to lure him into joining the carnival. Puppetino starts playing an organ grinder, causing Pinocchio to dance uncontrollably and slowly transform back into a puppet. Puppetino attaches strings to Pinocchio's hands and feet, completing the transformation, and hangs the now lifeless Pinocchio alongside Twinkle.

The Good Fairy appears and awakens Pinocchio, explaining that he lost his freedom because he took it for granted. She reminds him of the importance of choice before restoring him to human form.

Pinocchio decides to retrieve the jewel box. Willikers objects, so Pinocchio sets him aside and travels alone. He finds Scalawag and Igor, who inform him that the box is at the carnival, which has returned to the ship.

The trio pursue the carnival ship by boat. Unbeknownst to Pinocchio, they plan to hand him over to Puppetino in return for a reward, but, after Pinocchio saves them from a giant barracuda, they change their minds. The carnival ship suddenly opens up, swallowing the boat. Willikers, carried to the river by Grumblebee, latches onto Pinocchio's pocket as they drift into the ship.

Scalawag recognizes the ship as the Empire of the Night. A boatman offers Pinocchio a ride to the jewel box, leaving Scalawag and Igor behind. The boatman says the box is in the opposite, darker end of a cavern. Pinocchio prefers the brighter path, and they row to the "Neon Cabaret".

A doorman says that Pinocchio can play inside if he signs a contract. He impulsively agrees, runs inside and finds a room full of partying children. Pinocchio drinks from a fountain of green liquid that causes him to hallucinate and black out. He awakens on a stage; a ringmaster tells him his fans are waiting and he begins dancing. Scalawag and Igor, who have followed Pinocchio, try to get his attention, but are drawn offstage while he is distracted by Twinkle. Pinocchio bows to thunderous applause.

Puppetino appears and Pinocchio turns to find the boatman, who transforms into the doorman and then the ringmaster. He tells Pinocchio that he has reached the "Land Where Dreams Come True" and then morphs into a floating being with four arms called the Emperor of the Night.

He demands Pinocchio sign a contract that will make him a puppet again, a choice that will weaken the Good Fairy. Pinocchio refuses and is imprisoned with Scalawag and Igor. Scalawag laments that they have succumbed to their desires without considering the consequences.

The Emperor reveals to Pinocchio that Geppetto has been shrunk to fit inside the jewel box. Pinocchio offers to sign the contract if the Emperor frees Geppetto and the others. Pinocchio signs away his freedom, transforming back into a living puppet.

The Emperor betrays Pinocchio, telling him that the freedom of choice gives him his power. Pinocchio turns on the Emperor and a blue aur (the light of the Good Fairy) surrounds him.

The Emperor shoots bolts of flame at Pinocchio, but the blue light protects him as the ship catches fire. The Emperor promises to make Geppetto pay for Pinocchio's choices, and Pinocchio plunges into the Emperor's flaming figure, destroying him and his ship.

On the shore, Geppetto has returned to his original size. Scalawag and Igor find Pinocchio, who is once again a real boy. The Good Fairy appears, proudly telling Pinocchio that he no longer needs her. She presents the jewel box to Geppetto. She reveals the now human Twinkle awakening nearby before fading away, leaving the group to celebrate.


  • Scott Grimes as Pinocchio
  • Tom Bosley as Geppetto
  • Edward Asner as Scalawag the Raccoon
  • Lana Beeson as Twinkle
  • Linda Gary as Bee-atrice
  • Jonathan Harris as Lt. Grumblebee
  • James Earl Jones as The Emperor of the Night
  • Rickie Lee Jones as The Fairy Godmother/The Good Fairy
  • Don Knotts as Gee Willikers
  • Frank Welker as Igor the Monkey
  • William Windom as Puppetino


Box OfficeEdit

"Pinocchio and the Emperor of the Night" opened on Christmas Day 1987 in only 1,182 theaters and made $602,734 during its opening weekend.

The total domestic gross in the United States was $3,261,638.

Critical ReceptionEdit

"Pinocchio and the Emperor of the Night" received generally negative reviews from critics during its initial release.

Dave Kehr from the Chicago Tribune called it a "wooden effort" and concluded that there was "little reason to bother with Pinocchio and the Emperor of the Night given that the genuine article is readily available on videotape".

Janet Maslin of the New York Times called the film "Saturday morning animation at best" and also compared it unfavorably with Disney's version.

Charles Solomon of the Los Angeles Times wrote that the script and direction lacked focus and felt the movie "illustrates just how badly the American animated feature has degenerated".

Juan Carlos Coto praised the performances of Rickie Lee Jones and James Earl Jones, but felt the plot was mostly "Saturday-morning rehash" and also urged readers to watch the Disney movie instead.

The Morning Call's reviewer was more favorable, opining that "it does dazzle and sparkle in all the right places", adding "there is much to recommend the new film".

M. J. Simpson praised the "engaging story, likeable characters... genuine tension and horror, reasonable songs and... terrific animation" and gave it a B+ rating.

Theatrical TrailerEdit

Pinnochio And The Emperor Of The Night Trailer 1987

Pinnochio And The Emperor Of The Night Trailer 1987

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