Twice Upon a Time (1983)

Twice Upon a Time (1983)

“The spring is on the loose. We’ve got to get it, and we’ve got to get it now!”

Ralph the All-Purpose-Animal (Lorenzo Music) and his sidekick, Mum, are tricked by evil Synonamess Botch (Marshall Efron) — ruler of Murkworks Nightmare Factory — into releasing the “Magic Mainspring” from a “Cosmic Clock” of time, thus freezing activity in the human world of Din. They join forces with an inept superhero named Rod Rescueman (James Cranna) to free Greensleeves (Hamilton Camp) — the ruler of Frivoli, Home of Sweet Dreams — from Botch’s clutches, and prevent Botch from unleashing a torrent of nightmares on Din.

Genres, Themes, Actors, and Directors:

  • Animated Features
  • Fantasy
  • John Korty Films
  • Superheroes

This little-seen animated fantasy (produced by George Lucas, and co-directed by John Korty) features a unique form of animation known as “Lumage”, in which cut-out pieces of plastic and fabric are illuminated by light tables and combined with live-action stills and footage to create an effect much like that in Terry Gilliam’s animation, or found in the television series “South Park”. The overall result is both stunning and consistently innovative, helping to make up for the film’s supremely dated ’80s soundtrack (you’ll want to plug your ears) and rather labyrinthine storyline. Indeed, you’ll probably need more than one viewing to understand exactly who all the characters are in Twice Upon a Time, how they’re related, and what they’re up to — but you won’t mind rewinding, since the visuals are unique enough to merit another look.

In a creatively surreal twist, the main character (Lorenzo Music, best known as the voice of Garfield) is capable of changing animal-shapes as needed to best suit his situation (his “default” mode is an innocuously bearish-looking fellow); meanwhile, his black-hatted sidekick Mum — true to his name — never says a word, instead simply conducting a steady stream of magic tricks (they’re like a less abrasive, vertically altered version of Penn and Teller). These two hapless but well-meaning souls are thrown willy-nilly into a plot in which a motley crew of would-be heroes and superheroes must save the world from eternal nightmares — with the wry “assistance” of a hilariously no-holds-barred New York Fairy Godmother (“Call me FGM; I hate excess verbiage.”).

Despite its overt fairytale leanings, however, this one isn’t necessarily for kids — at least not the version I saw, which is full of surprisingly salty profanity (at one point Botch yells, “So come on, you garlic breathing, garbage sucking dipshits. Move out! I’m not talking tomorrow! Haul ass, you mothers!”) Apparently an alternate, sanitized version was also released, but regardless of which version you locate, the story itself may still be too scary and baroque for kids to fully “get”; it’s ultimately more for adults or adolescents. Read Ward Jenkins’ interview with writer Taylor Jessen for many more details about the making of the film, as well as all the various and sundry reasons for its failure to be released on DVD. For now, you’ll have to catch a rare copy on video or try to search for a streamed version online.

Redeeming Qualities and Moments:

  • Impressive, highly creative “Lumage” animation

  • Enjoyably irreverent characterizations
  • Rod Rescueman’s botched “superhero test” with the Fairy Godmother
  • The “office nightmare” sequence

Must See?
Yes, as an historically important animated film. Listed as a Sleeper in the back of Peary’s book – for good reason!


  • Historically Relevant


One thought on “Twice Upon a Time (1983)

  1. A once-must, as an obviously unique cult item.

    [This posting is based on a YouTube viewing of what is being called a ‘restored and unexpurgated’ version – whatever that may mean in this particular case – uploaded on May 29, 2011.]

    ‘Twice…’ mainly succeeds due its intriguing premise: the attempt to lead mankind to a fate of nothing but nightmares during sleep. The execution of that idea through the painstaking ‘Lumage’ process is impressive – the film is an endless series of riveting images with evocative color schemes, and those with a particular interest in animation will certainly find much to discover on repeat viewings. (I personally like the gloppy, giddy sweet dreams bouncing all over the place waiting to land – rather, burst – on people and fill them with happiness. A very pleasant touch, so to speak.)

    Yes, there are quite a few characters at work here – but I don’t find their purposes or progression that hard to follow.

    I don’t know that I’d consider a revisit necessarily – but that may be cause I feel I got what there is to get out of it on the first viewing; others may find more to satisfy them by going back. The few (very) ’80s songs in it are forgettable – but I don’t think they hurt the film overall. I kind of wish much of the comic material was funnier – but it may work well enough for younger audiences. (My fave comic bit has Rescueman a) looking for, b) washing, and c) ironing his cape before rescuing the very-much-in-danger Flora Fauna.)

    In a way, I doubt that seeing this particular film on YouTube is the best way to view it. Even though it all seemed rather clear to me, it could very well have more of an impact on a larger screen. I do think it’s worth the hunt-down to find it, though – and, since there’s not another film quite like it, ffs should take notice.

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