General · EdgepediaOctober 3, 20267 min read

Twice Upon a Time (1983 film)

Twice Upon a Time is a 1983 American animated comedy-fantasy feature directed by John Korty and Charles Swenson and executive produced by George Lucas, about a villain who tricks Ralph and Mumford into removing the mainspring of the Cosmic Clock, which his minions seize, to inflict nonstop nightmares on the sleeping city of Din.¹^•²^•¹⁷ Produced by Korty Films and Lucasfilm, Ltd. and released by The Ladd Company, it was Lucasfilm's first animated feature and is remembered for its distinctive cutout animation process, which Korty called Lumage.³^•⁴

Key fact	Detail
Release	5 August 1983, Los Angeles opening; PG rating; 74 minutes; Dolby Stereo in selected theaters⁴
Direction and production	Directed by John Korty and Charles Swenson; written by Korty, Swenson, Suella Kennedy, and Bill Couturié; produced by Korty Films and Lucasfilm, Ltd.¹
Executive producer	George Lucas; the film was Lucasfilm's first animated feature²^•³
Animation technique	Lumage, a cutout process using dyed material lit from below to give a stained-glass appearance⁵
Principal voices	Lorenzo Music as Ralph, the all-purpose animal; Marshall Efron as Synonamess Botch; Judith Kahan Kampmann as the Fairy Godmother; James Cranna as Rod Rescueman¹
Theatrical fate	Limited release; financial troubles at distributor The Ladd Company doomed its theatrical prospects in 1983⁶
Home video	Warner Archive released both the original cut and the "adult" version on DVD on September 29, 2015²^•⁶

Spoilers

Story

The film's prologue, spoken over the opening credits, sets up its premise: the people of the city of Din, called the Rushers, receive sweet dreams every night from the sunny land of Frivoli and nightmares from the mysterious Murkworks. The villain of the dark castle, Synonamess Botch, wants the Rushers to have non-stop nightmares, and for that he needs control of the Cosmic Clock.⁴ In the film, Botch tricks Ralph and Mumford into removing the mainspring from the Cosmic Clock, bringing the world to a standstill, and Ralph and his friends set out on a series of adventures to return the spring.⁷^•¹⁷

The heroes are two misfits from Frivoli: Ralph, the All-Purpose Animal, a shape-shifting creature voiced by Lorenzo Music, and Mumford, a silent, Chaplinesque figure.⁶ Other characters include Flora Fauna, an aspiring actress; Rod Rescueman, a perspiring superhero; Greensleeves and the Figmen of Imagination, deliverers of sweet dreams; Scuzzbopper, the Murkworks head writer; and Ibor, a video gorilla.¹^•⁴ On the few occasions humans appear, they are depicted by live-action footage.⁷

The Lumage technique

Lumage was John Korty's own cutout animation process, developed over roughly twenty years. Characters were animated as cutout shapes made of Pellon fabric or paper, dyed with watercolors and lit from below, which gave the images the look of animated stained glass with bright, clean color.⁵^•⁷^•⁶ Korty's inspiration for working in cutouts was a book of Matisse cutouts given to him by the illustrator Robert Osborn and his wife Elodie; he liked that cutouts would look different from the "Disney cute, cuddly, curvy characters."⁶

The method was laborious. A special rostrum camera was built for the film that used a system of mirrors to combine up to five levels of images from animation tables laid out around the camera operator, achieving an effect similar to a multi-plane camera without requiring the crew to climb between levels to change artwork.⁷ Every cutout piece had to be hand-tracked frame by frame; in one scene in which Botch throws the pages of Scuzzbopper's novel out a window, each piece of paper moved with its own logic, twisting and turning independently. Charles Swenson recalled an animator who had served in Vietnam saying the work was the hardest he had done since then, and that once a shot was started it could not be stopped until it was finished.⁶ The cutout work was animated over three years at Korty Films headquarters in Mill Valley, California.⁶

The film also integrates other media: photographs and live-action footage appear alongside the animation, and the collage-like mixture of stock photography, drawn elements, and cutouts remains its most distinctive visual trait.⁸^•⁹

Production

Korty, an Oscar-nominated animator and director of live-action films such as The Autobiography of Miss Jane Pittman (1974), had met George Lucas in 1968 and operated his production company out of a three-story Victorian home in Mill Valley, making animated shorts for Sesame Street, including the "Thelma Thumb" series.⁵ In the late 1970s he and his team began pre-production and then production on the feature. Korty had sketched the character of Mumford for two or three years before deciding that a silent hero needed a talking partner, at which point Ralph was created.⁶

The voice performances were largely improvised. Korty recruited many of the voice actors from The Committee, an improvisational comedy group in San Francisco, and much of the dialogue was invented on the spot by the actors while recording.⁵^•¹⁰ The credited cast also includes Judith Kahan Kampmann, Marshall Efron, James Cranna, Julie Payne, Hamilton Camp, and Paul Frees as narrator.¹

The crew included several artists who went on to prominent careers: Henry Selick, later director of The Nightmare Before Christmas and Coraline, began work on the film in 1981; Harley Jessup, its production designer, later became a production designer at Pixar on Monsters, Inc. and Ratatouille; and David Fincher also contributed.¹¹^•²^•⁶

Sources disagree on the budget. The British animation newsletter Animator reported the film as said to have cost one million dollars,⁷ while the Moviefone and Simkl databases list a budget of $3,000,000.¹²

Release and reception

The film opened in Los Angeles on August 5, 1983, to lukewarm reviews.⁴ Its distributor, The Ladd Company, was nearing bankruptcy, and the company severely limited the theatrical release; financial troubles at Ladd doomed the film's theatrical prospects.⁶^•¹³ Moviefone lists a worldwide box office gross of $5,000.¹² A 1983 Associated Press survey of the animated-feature business cited Twice Upon a Time among the recent failures that showed no producer could compete with Disney at the box office.¹⁴

Two versions. After answer prints had been made from Korty's final cut, changes were made without his knowledge for an "adult" version containing profanity from the improvisational voice actors; theater programmers did not always know which version they were booking, and one of the few theaters showing the film ran it on a double bill with the G-rated The Secret of NIMH.¹⁵ Both versions were included in the Warner Archive DVD released on September 29, 2015, the film's first home-video release, which ended a period in which it had been unavailable since VHS and LaserDisc.²^•¹⁶

Retrospective critical opinion has been warmer than the 1983 reception. Rotten Tomatoes records an 80% Tomatometer from 10 reviews and a 91% audience score, with reviewers praising the unusual animation and quirky characters while noting weaknesses in story coherence.¹³ Cartoon Brew's obituary appreciation of Korty, who died on March 9, 2022 at the age of 85, called the film gorgeous and hilarious, trapped in an era when children's films were difficult to market, and Lucasfilm's own production page describes it as a treasure of the animated art form that remains an inspiration to animation artists.⁵^•⁸

References

Initially written Oct 3, 2026 · Reviewed: Oct 3, 2026; Oct 25, 2026 · Edited: Oct 15, 2026; Oct 25, 2026; Nov 1, 2026