Once Upon...

Once Upon... is a 1992 animated musical fantasy adventure film produced by Bear Bones Productions written and directed by Mala Miles and produced by Dave Madson. It is based on the fairy tales of the Brothers Grimm and Hans Christian Andersen. The title is the opposite of a stock phrase, Once Upon a Time. The film stars the voices of Cam Clarke, Sherry Lynn, Michael Bell, Lucille Bliss, Frank Welker, Hayden Panettiere, Joe Alaskey, Rob Paulsen, B.J. Ward, June Foray, and Vincent Price. In development since 1989, the film was released in 1992.

The film was panned by critics and audiences and was a box office bomb, only earning $37 million worldwide on a production budget of $45 million.

Plot
In an offset land in the distance within Britannia called Kingdom Land, Prince Kenny and Princess Madoka are the rulers of the kingdom. One night, Kenny is kidnapped, and Madoka and her knights must save him.

Cast

 * Cam Clarke as Kenny
 * Kellie Martin as Madoka
 * Frank Welker as Rony the Horse / Knights
 * Hayden Panettiere as Bubbles
 * Joe Alaskey as Larry
 * Michael Bell as Piep Piper
 * Rob Paulsen as Rusty
 * Melissa Fahn as Little Red Riding Hood
 * Sherry Lynn as Goldlocks
 * B.J. Ward as Queen Florence
 * Cheryl Chase as Fairy Godmother
 * June Foray as Barbara
 * Mary Kay Bergman as Krystal
 * Charlie Adler as Max
 * Vincent Price as Gardark, the main antagonist
 * Lucille Bliss as Witch Queen
 * Jim Cummings as Nusu
 * Mala Miles as Narrator

Development
Once Upon... was conceived by Mala Miles in 1987, while working at Hanna-Barbera. He conceived the film as an "animated film that tells the story of one man's magical life once upon a time". The film began development in 1988. After Miles left Hanna-Barbera, the film was produced independently.

Distribution
The film saw distribution through Live Entertainment.

Animation
Some animation was outsourced to Wang Film Productions in Taiwan, Additional animation was provided by Kennedy Cartoons. The computer animation for the vehicles was provided by Kroyer Films.

Release
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Box office
Once Upon... opened theatrically on August 15, 1992, in the United States and Canada. Ranking number fourteen at the North American box office, the film grossed $3,560,469 worldwide.

Critical reception
Review aggregation website Rotten Tomatoes gives the film a 12% approval rating based on 13 reviews, with an average score of 3.2/10. In a positive review, the Washington Post wrote: "The kingdom quest about animation production values, are likely to have a good time with this.

Music
Five songs were written for it: "Once Upon a Time!", "This is Need You" "Evil goes a Life", and the closing credits track, "I Got Love It". A soundtrack album was released by MCA Records in 1992 and included both the songs and score from the film, composed by Randy Edelman.

Songs
Original songs performed in the film include:

Home media
The film was released on VHS in October 1993 through Live Entertainment. An extended cut of the film was released in April 1995 by Live. Between 1999 and 2001, the film was re-released on video by Artisan Entertainment.

The film was released on DVD in October 2002 by Artisan Entertainment, as a 2-disc set containing both versions of the film. In 2012, Lionsgate released the film on Blu-ray, with a 4K Ultra HD release in March 2019.