The Princess and the Pauper is an animated short film directed by Mike Gabriel and starring Hynden Walch as Alice/Princess Eilonwy, inspired by the Mark Twain story of the same name. It was Disney's final use of the Xerox process, which the studio had used for three decades. The film was released on April 16, 2014, before Big Hero 6.


The movie opens with Fflewddur Fflam, a England-speaking  a magic harp who loves songs, reminding a television-show narrator that he had promised Fflewddur Fflam one of his songs would be used in the show that day. The narrator silently breaks his promise and walks away from Fflewddur Fflam. He does not look where he is going and falls in a hole in the floor as the show is about to begin. Consequently, Fflewddur Fflam is ushered in to tell the audience the story at the last minute, and he chooses his comic book of The Princess and the Pauper.

For many years, there was a good and wise king, who ruled with peace and compassion in every corner of town. The people of London prospered and were very happy. Until one day, the good king fell ill, and darkness fell on England. As the King grew weaker, his captain of the guard, Governor Ratcliffe's, a ruthless and greedy man, plundered and terrorized all of England, and worst of all, he did it in the name of the king. Until one day...

Alice, Jaq, Rabbit and Dinah, are three beggars trying to get money for some food. Alice and Dinah try selling firewood for the winter, while Jaq and Rabbit sells flavored snow, but they are all unsuccessful.

After singing a song expressing their dreams of "living like a king", Captain Governor Ratcliffe's carriage passes, having stolen much food from the people of London, and burying the three heroes in the snow. The hungry Dinah sees a sausage stand out from the carriage and begins to chase, pursuing it into the castle of the king. Alice knocks on the door to get his kitten back, and one of the soldiers opens the door and lets him in, mistaking him for the Princess.

Governor Ratcliffe scolds the soldier for letting anyone in, pointing out where the real Princess Eilonwy. : taking his classes with his boring teacher, Dallben. The teacher teaches the Princess about trigonometry, while the latter looks out the window at the children playing in the snow. The Princess, being discovered by his teacher, is mocked by his valet, Gurgi. The Princess plays at provoking Gurgi, while the teacher is distracted while writing on the blackboard, to the point that Gurgi hits, unwittingly, the teacher, resulting in the teacher sending Gurgi out of the room, returning both to their boring studies. But the Princess soon hears a commotion outside: it is Captain Governor Ratcliffet, who is roughly handling Alice and Pongo. The Princess orders them to be brought to him right away. Captain Governor Ratcliffe kicks Alice through the door, and kicks Dinah out of the castle.

Alice, astonished to be in the king's palace, inadvertently knocks over many suits of armor, with one of the helmets falling on both his and the approaching Princess's heads. The two Girl's are surprised to see that they are entirely alike in appearance. The Princess tells the beggar that he is bored with his life: getting up early, studying all day, with every night parties and banquets and then go to bed early. So, when looking at the two in the mirror and realize that they can exchange a costume and take the role of the other, the Princess reassures the beggar saying that to rule that requires only two things: "What a splendid idea, good thing I thought of it!" and "Guards, seize him!", and if there are any problems, everyone will recognize the true Princess with his real ring. The Princess, disguised as a beggar, down the window, fooling the Captain Governor Ratcliffe, who believes he is the beggar. Governor Ratcliffe throws the "beggar" out with a catapult. The Princess meets Alice's friend Jaq, Rabbit and Dinah, but does not recognise them at all.

Meanwhile, Alice is challenged with the Princess's studies, such as chemistry, where the formula explodes in Gurgi's face, and falconry, where he is chased by the falcon. While the Princess is trying to make a Dog play with him by throwing a Bone bone, all that does is make a group of dogs chase him in anger. After getting away, the Princess sees a couple of soldiers trying to steal a Chicken from Belle and her two children, saying it is for the king. But the Princess in disguise orders them to return the chicken. The soldiers throw a pumpkin over him for a crown and leave, not believing he is the true Princess. Children help him get up and explain that for years the soldiers take away their food and belongings in the name of the king. But a carriage, which carries food stolen from the village, goes by, and the Princess stops it, showing the real ring. All bow to the Princess as he returns their food. But the soldiers, who had been called by the man driving the carriage, try to stop the Princess, accusing him of fraud. The Princess escapes with a little help from the other commoners, especially Jaq and Rabbit. Meanwhile in the castle, one of the soldiers tells Governor Ratcliffe that one of the beggars had the royal ring. Governor Ratcliffe is alarmed knowing then that the Princess was cast out, and may see the corruption and theft going on outside. The soldier mocks Governor Ratcliffe saying that he (Governor Ratcliffe) is going to be punished dearly for it, but Governor Ratcliffe answers that he won't if the Princess never returns.

The beggar, dressed as the Princess, is called by Dallben and told that he must see his "father", who is now dying. Alice enters the room of the dying king, but does not have the heart to tell him that he is not the real Princess. Instead, as the sick king tells him he must take his royal birthright and become king, he sadly promises. Shortly afterwards, the king dies. Alice knows the true Princess must be found as quickly as possible, but Captain Governor Ratcliffe arrives behind him, and threatens Alice to be crowned king at his orders, revealing that he had captured Alice's kitten Dinah as a hostage.

Meanwhile, the true Princess hears the bells announcing the death of his beloved father. Knowing that he should be king, the Princess decides to return immediately to the palace. But Governor Ratcliffe appears and manages to capture him and puts him into the jail along with Gurgi, while the coronation begins. The beggar does not want to be king, but behind the curtain Governor Ratcliffe is strangling Dinah. The Princess orders the guard to let them leave, but he refuses to obey. A dark figure walks up the stairs: a hooded man armed with an axe. The guard believes the man is the executioner, but the man trips and accidentally knocks out the guard. Then he removes the hood: it is Jaq and Rabbit. Jaq and Rabbit tries to figure out which key opens the cell while the other soldiers arrive. In a panic, Gurgi finds the key for the cell, and the three flee to the coronation chamber.

The beggar, struggling not to be crowned, finally stops the archbishop, and orders the guards to arrest Governor Ratcliffe. But Governor Ratcliffe defends himself by pointing to the beggar as an impostor.

The Princess arrives in time before they kill the beggar and makes his entrance. The Princess and Captain Governor Ratcliffe duel as many other soldiers are defeated by Jaq and Rabbit's clumsiness and Gurgi's cowardice. Finally, the Princess cuts Captain Governor Ratcliffe's trousers loose, causing them to fall down and reveal Governor Ratcliffe's underpants: a frilly, lacy pair of white panties with red heart prints. Governor Ratcliffe tries to hold his trousers up during his attempt to escape from a large chandelier that has fallen and entangled some soldiers, but is tripped up by Alice and the Princess, causing him to fall down. With his trousers down and his ruffled panties fully displayed, Captain Governor Ratcliffe becomes entangled with the soldiers in the fallen chandelier that ends up rolling out of a large glass window and dropping down out onto the streets below.

Alice and the Princess then cheer because of their successful collaboration in defeating Captain Governor Ratcliffe. The archbishop is confused and does not know who to crown, until Dinah recognizes the beggar, and the Princess shows his ring.

The Princess is crowned Queen of England, and with Alice, Jaq and Rabbit at his side, rules for many years with justice and compassion for all


  • Hynden Walch – Alice the Pauper and Eilonwy the Princess
  • David Ogden Stiers – Captain Governor Ratcliffe and Dallben
  • John Byner – Gurgi
  • Maurice LaMarche - Henchmen 01
  • Rob Paulsen – Jaq and Henchmen 02
  • Elan Garfias – Kids no.1
  • Nicky Jones – Kids no.2
  • Tom Kenny – Rabbit, Henchmen 03 and Archbishop
  • Blake Clark – Henchmen 04, Dying King, Man in Street, Humbert the Driver and Peasant
  • Jeff Bennett - Fflewddur Fflam the Troubadour and Henchmen 05
  • Frank Welker - Dinah
  • Julie Nathanson – Belle


  • Director Mike Gabriel
  • Producer Dan Rounds
  • Writers Mark Twain
  • Music Carter Burwell and Alan Menken
  • Editing H. Lee Peterson
  • Art Director Ron Clements and John Musker

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