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Pinocchio in Outer Space 2: Pinocchio Out to Lunch - Part 1

In 1964 future Filmation founder Norm Prescott created Pinocchio in Outer Space, a “modernized” unofficial sequel to the Disney classic where the trouble-making fox was updated to a beatnik and Pinocchio took a trip to Mars with his new alien friend, Nurtle the Space Twurtle. (That wasn’t a typo — a Twurtle is exactly like a turtle, but from SPACE.)

Many years later, Filmation was suddenly swimming in cash thanks to the He-Man venture, and Prescott decided to use his new fortune to take a stab at Pinocchio again. It wasn’t that he resented Pinocchio in Outer Space — no, he’s still proud of that movie to this day. It was that a combination of Disney’s reliance on public domain fairy tales, combined with an uneducated public who thought every animated movie was from Disney, added up to a bet so safe you could eat off it.

Norm announced his second Pinocchio movie just before Michael Eisner first took the reins at Disney. The first question the press asked Eisner was what he planned to do about it. Eisner vowed right there that their lawyers would be watching Filmation with burning, hungry, unblinking eyes, waiting for anything that could hold up in court as infringement. Apparently, nothing really did. But that was okay, because Pinocchio and the Emperor of the Night (what it was ultimately called) barely made a burp culturally. I myself, despite being the appropriate age to see it in theaters, never knew this movie existed until last year. LAST YEAR.

It feels weird to just suddenly have a new 80’s movie. I feel like the Blue Fairy visited ME.


Of course, I’m being optimistic. I know this is gonna stink, and you know it too.

The movie opens on a nighttime riverbed packed with dense fog. An ominous-looking ship rolls into the harbor, a firey door opens on it, and some plant-like thing starts churning out. The thing is actually a rolled-up tent and it’s followed by several carnival wagons. Yes, a carnival has just come to town, but it’s actually a carn-EVIL! The last thing to come out the door is the assistant to a dark and moody voice still inside. “Eet’s just as you said, your darkness! It’s perfect!” he observes.

Cut to the next day, and Gepetto in his workshop. Instead of a cat and a goldfish, he now has a canary named “Alouette” whom we won’t see again after the twenty-minute mark. Pinocchio himself stomps down the stairs — he’s a REAL BOY now, as this starts “where that last one left off.” Actually, due to the strange design models that use squarish shapes for everything, both he and Gepetto look like wooden people…


Pinoke is celebrating his first birthday, which Gepetto has counted from the day he became fleshy. As he blows out the candle, he says “I wish….my fairy godmother was here, so I could say thank you.” Who said she was his godmother? You’re getting your fairy tales mixed up, guys.

He gets his wish and she appears. Gepetto offers her some cake. She turns to Pinocchio and — oh shoot, it’s his birthday? She brought nothing! There’s gotta be something in the room she can pass off as his present! AHA! “I’ll make your night light come alive; how about that?”


This is Filmation’s replacement for Jiminy Cricket….”Gee Whillikers.” The name “Jiminy Cricket” was actually a pun based on an expression people said in the 1940’s but don’t say now. The pun worked because “Jiminy” is a name. Not so much for “Gee.”

Before leaving, Blue Fairy warns Pinocchio: “Your freedom is a gift. If you take it for granted, you might lose it. You might even become a puppet again.” Well, that was an odd thing to suggest. Pinocchio immediately questions it.

“WHO could turn me back into a PUPPET?”

“I really must go now.”

Real dialogue. Apparently there’s someone out there so fearsome and dreaded, she immediately avoids the subject. She couldn’t even say his name. Voldemort?


There’s one other thing Gepetto has to do that day, and that’s to deliver a custom music box the Mayor ordered. Pinocchio asks if he can deliver it instead. “Hmm…okay, but you have to go right to the Mayor’s office, and then straight back home! No side trips….and ESPECIALLY stay away from that carnival!”

Pinocchio didn’t know a carnival was in town until Gepetto mentioned it. He might as well have told him not to go to an elephant graveyard while he was at it. Gepetto has to know by now he doesn’t have the most reliable errand boy, but he trusts Pinoke again. Senile old fool.

Pinocchio sells the music box in mere minutes to a pair of con men…..well, not exactly men, but a huge raccoon and a lanky monkey. Phlegmation is known for its extremely unsubtle character names….”Man-E-Faces” has many faces, “Futura” is a girl from the future, and a grifting raccoon is named “Scalawag.” (The assistant monkey goes by “Igor.”) They convince him to sell the music box to them. The mayor was going to pay ten gold pieces, but Scalawag offers a much more valuable giant ruby. The ruby’s fake, of course, and Pinocchio is in the doghouse that night.


Pinocchio sniffles that he just can’t do anything right. I can’t argue with that. But he also thinks Gepetto would be much better off without him, and he runs away to join the carnival. “Gee Whillikers” tries to put some sense into his head in the same Nagging Navi manner Jiminy Cricket would, but Pinoke slams a bowl over him and leaves out the window.

At the carnival, Pinocchio falls hard for a marionette named Twinkle, like an otaku falls for a girl-shaped pillow. Unlike Pinocchio, she can’t move without strings, or talk, or think. She’s pure wood. Twinkle is controlled by a puppetino named Puppetino, who we already know is bad news because he was the first guy to step out of the boat earlier. Pinocchio doesn’t like the look he’s giving him, and starts to head for the door. He’s being unusually perceptive right now, but it doesn’t last.

“Leaving so soon? Twinkle says she wants to dance with you!” Puppetino growls.

“Gawsh, dance with ME?” Pinocchio immediately gets the drunkest look on his face. She’s not real, you fool!


Too late; the spell has been cast. This is leading to the one scene the few kids who actually saw this film never forgot: the turning of Pinocchio back into a puppet. There are no kid gloves on this scene; despite its intended audience, it’s played for sheer terror. Puppetino drags the transformation out as long as he can to make Pinocchio’s paralysis the most traumatizing experience possible. He’s not turning back into a MOVING puppet — he’s becoming as dead as Twinkle.

The implications of this are even worse: maybe Twinkle WAS a real girl at one point, who wandered backstage and got the same treatment. Yikes!


“Gee Whillikers” has finally caught up with Pinocchio, but there’s not much he can do to improve the situation now. This can only be resolved by the Blue Fairy/Godmother. She’s visibly tired of zapping him out of doom’s way. It isn’t helped by the fact that, when she asks Pinocchio what happened, he makes up a ridiculous story even though he has a very obvious “tell”. She just sighs and fixes him. Get used to it, fairy, this is the rest of your life.

After she disappears, Whillikers suggests they GET OUT OF THERE AND GO HOME NOW. Pinocchio refuses.

“NOW what?” Whillikers says, echoing the audience.

“It’s time I started acting more responsibly, and that means I can’t return home without that music box!”

Whillikers slaps his forehead. That box could be anywhere by now.


The only lead they have is to find Scalawag and Igor again. The raccoon and monkey are looking for Pinocchio as well, but only because Puppetino has slapped a 100-coin bounty on his head. Pinocchio catches up with them and demands his father’s box back. Scalawag claims Puppetino stole it and the only thing to do is go back to the carnival (which has relocated down the river) to retrieve it. It’s only the place where Pinocchio had the most traumatic experience of his life. Sure, why not go back there mere hours later? He happily agrees.

Yes, Pinocchio is that stupid. There’s another scene later where the trio have “borrowed” a steamboat and are travelling down the river toward the carnival. Scalawag and Igor are lying still fishing, and talking OPENLY about how they’re going to sell the boy out, while Pinocchio is shoveling all the coal into the engine room. After he finishes, Scalawag insists he swab the deck. Even Pinocchio has to question the unbalanced load of labor here, but Scalawag says in response “Fishing in these waters is quite hazardous. We can’t risk anything happening to our LEADER, can we?”

“Gosh, you guys are the best friends I ever had!” exclaims Doofus.


Scalawag actually eats those words as the fish he hooks turns out to be much bigger than he’d planned — and much more vicious. It pulls them into the water and almost has them for lunch, but Pinocchio saves them. Scalawag has no idea why, after all he’s put the kid through. “Because we’re FRIENDS!” Pinocchio chipperly cheeps. Scalawag and Igor share a gulp. They’re not so sure they can do this anymore.

“Ehh….you know….” begins Scalawag nervously. “Perhaps we’re being too hasty in our decision to pursue the carnival…”

“Hey! We can get the box back, I know we can do it!” Pinoke says back. “There’s the ship already!”


And doesn’t it look inviting? Only to stupid Pinocchio.

Big shift in tone ahead: this film is about to get dark. Darker than the darkest scenes of the original Pinocchio, and darker than most other animated children’s films in the world. I mean it — I rarely see something for “kiddies” get this nasty, especially something from the soft and cuddly 1980’s. Steel yourselves and prepare to meet the Emperor of the Night!

Read Part 2 of Pinocchio in Outer Space 2: Pinocchio Out To Lunch!

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