On a beautiful day in the summer, Thomas, Twilight Sparkle and their friends (now along with Paxton, Cool McCool, Dumbo, Timothy Q. Mouse and Jim Crow and his Brothers) decide to go to Disneyland for a fun day in the park. When they enter, they see a poster for Fantasmic, and decide to see the show that evening, while Rainbow Dash criticizes that she could take on the dragon. That night, as everyone turns in for the night to sleep outside the show, Fantasmic begins with a bang!

The show begins with Mickey in formal attire directing a water show on the river. The show’s signature water projection screens are activated, onto which animation from the Sorcerer’s Apprentice sequence from the film Fantasia. Musical scores from The Sorcerer’s Apprentice and the “Imagination” theme accompany the animation as Mickey conducts animated shooting stars pyrotechnics launched from the six pyrotechnic barges on the river. All this while, Thomas, Twilight, Dumbo and their friends awe at the marvelous sights. The animation then blends with live performers interpreting different flowers.

The petals then become huge green leaves and combine with on-screen animation to become flora and fauna of the jungle, as Thomas, Twilight, Dumbo and their friends enter the jungle to continue their aweing. The lighting and music change to a jungle beat, and a 100-foot long puppet of Kaa, the snake from The Jungle Book, makes its way across the island with beams of light firing from his eyes. Accompanying this scene are three floating barges carrying King Louie and black-lit monkeys across the river, dancing along to the beat. Suddenly, Percy realizes that Mickey is nowhere to be found, while Gordon reasons that he ditched them. It’s at this point that Timon and Pumbaa came out of nowhere and sing “Hakuna Matata” to put their mind off their troubles. To continue their singing, Jim Crow and his Brothers sing their song “When I See An Elephant Fly”. Timothy soons snaps at our heroes to stop singing and look for Mickey.

Unfortunately, Pinkie Pie picks this moment to blow bubbles which unleash the Pink Elephants who terrorize our heroes, with the song, Pink Elephants on Parade. The music then segues to a contemporary rendition of the song, as animated pink elephants appear onscreen and in the form of performers on the island. The elephants then seem to be puppets dancing on strings, which serves to transition into a sequence based on Pinocchio. Three large puppets are manipulated by nine performers with fiber-optic “strings” stretching 30 feet above the puppets.

Just then, our heroes find themselves underwater with Rainbow Dash, Percy, and Jiminy looking for Pinocchio for some reason, while fish and several sea creatures swim by.

Onscreen animation shows Jiminy Cricket underwater searching for Pinocchio. Just then, Thomas suddenly sees a new enemy lurking next to them…Monstro! An animated Monstro the Whale interacts with live splash effects on the river. The story line progresses as Mickey notices his dream becoming darker.

When Prince Eric’s ship finishes crossing the sea and disappears, all is quiet and pitch-black until Rarity turns on a light and discovers Captain Hook and his pirate crew waiting to capture them. When our heroes come to, they discover that Wendy, John, Michael, and the Lost Boys are captured alongside them. As it turns out, Hook is trying once more to recruit our heroes and the children to his crew.

A concussion cannon is then suddenly fired from the pirate ship. Hook, Smee, Peter Pan, Wendy, and pirates participate in a stunt sequence as the ship makes its pass. Following the ship is an articulated crocodile barge, with the sound of a ticking clock emanating from its tail. When the battle ends with Hook’s defeat at the hands of Peter Pan, Timothy asks where Mickey is now since the battle breifly distracted them for a bit. Just then, Charlie and Applejack have an argument on who should be asking questions. Sophie and Sky break up the arguement just before Paxton points out another part of the show heading towards them.

Snow White and her Prince, Ariel and Prince Eric, and Belle and the Beast appear on three floating stages (transformed since the Jungle scene earlier) on the river, dancing to a medley of each princess’ signature song, accompanied by lighting and water effects. When the Princesses leave, our heroes decide to leave them alone and continue their search to find Mickey, to which they end up right in the Evil Queen’s castle where The Logging Locos discovers something in the throne room.

As it turns out from what The Logging Locos discovered, the Evil Queen from Snow White appears on stage, calling for her magic mirror which appears onscreen in animated form. The mirror informs the Queen that the three princesses are fairer than she, and that “in Mickey’s imagination, beauty and love will always survive.”

In anger, she moves to her cauldron, where the Queen transforms into the Hag from Snow White. The Queen in her hag form, summons “forces of evil” to transform Mickey Mouse’s dreams into a “nightmare Fantasmic.” Onscreen, we see her face dissolve into that of the sea witch, Ursula, from The Little Mermaid. Ursula sings and joins the plot against Mickey and the others as her two pet eels, Flotsam and Jetsam, glide across the river. When Thomas, Twilight and their friends ask Ursula what she is doing around here, she refuses their request and orders Discord to knock them away while singing “In The Dark Of The Night”.

Once our heroes come to from the crash, they find themselves in the Canterlot Undergrounds/caverns (from A Canterlot Wedding), where Team Galactic, King Sombra, Sa’luk, and Queen Chrysalis appear to taunt them on how they will get rid of Mickey by using the powers of his imagination. After Queen Chrysalis sings “This Day Aria” and disappears along with the other villains, Twilight Sparkle begins to worry about Mickey much like she did with Spike before one time.

At this point, Diesel 10 appears, promising the return of Mickey in exchange…..for a handshake. Although the heroes refuse due to the evil clawed diesel’s evil ways, the reformatted Machinedramon into Hexxus scares them into making the deal with Diesel 10, prompting him to knock our heroes unconscious with the powers of his “Friends on the Other Side”.

Our heroes soon wake up to find out that they have been tricked by the evil clawed diesel and Hexxus, only to discover Phantom the Pirate running away with a egg…..for some reason. Phantom the Pirate then decides to summon Chernabog from Fantasia to scare Thomas, Twilight Sparkle and their friends stiff. Animation from the “Night on Bald Mountain” sequence from Fantasia accompanies Mussorgsky’s score.

A pyrotechnic burst of flames heralds the arrival of Devious Diesel, who summons his mistress Maleficent to lock our heroes away in Under-Bed dungeon, the former realm of King Crud. This disheartens Thomas greatly, and it takes some reasoning from Hiro, Dumbo and Timothy to encourage Thomas to think of an escape plan. All of a sudden, Twilight remembers an unlocked spell and manages to free everyone. This only prompts a re-encounter with Crud’s crayon soldiers and a re-enactment of the dungeon escape from “Cleanliness is Next to Impossible” with Mickey replacing Christopher Robin.

Once our heroes do escape the crayons, they run right smack dab into villain central, beginning the climactic showdown sequence. Maleficent rises 30 feet and transforms into a dragon onscreen who breathes fire onto our heroes who don’t do anything to save themselves, and merely scream in fear.

Just when everything is lost to darkness, Mickey appears as the Brave Little Tailor, alongside Princess Celestia, Princess Luna, Shining Armor and Princess Cadence, and uses a magic sword to destroy Maleficent’s dragon form. As the dragon screams, the villains who have appeared are also destroyed onscreen, and the sequence ends with a pyrotechnic burst from the river.

After that, the gang sings “At The Gala”. After that song, Mickey appears besides them. Twilight tells Mickey that they were so worried about him; she and Thomas was so worried about him and they all are looking for him everywhere. Mickey tells them that he was looking for them, too, which shocks everyone and making Gordon feeling gulity about Mickey ditching them. Princess Celestia, Princess Luna, Shining Armor and Princess Cadence told them that they saw the sign of the villains returning and they all help everyone and Mickey right away. Mickey thanks the four special ponies and decides to celebrate their victory, with a help from Tinker Bell.

Following an appearance by Tinker Bell, the Mark Twain Riverboat crosses the stage, piloted by a black and white Mickey Mouse, dressed in attire from Steamboat Willie. Approximately 50 Disney characters dance on the ship in a ribbon routine. The sequence is accompanied by searchlights, fountains, and pyrotechnic effects. While this happened, Thomas, Twilight, all their friends, Princess Celestia, Princess Luna, Shining Armor and Princess Cadence celebrated by everyone dancing and blowing their whistles and cheering in joy.

Mickey appears on top of the tavern as Sorcerer Mickey, and “conducts” laser beams, fireworks, and other lighting effects that span the length of the river stage. With a flash, he disappears from atop the Tavern and re-appears center stage, resuming his formal attire. Mickey says to the audience, “Some imagination, huh?” and with a laugh, disappears in a flash. A final burst of pyrotechnics is accompanied by searchlights placed around the tavern and stage, and the river once again becomes quiet and dark.