It’s time for the third installment of The Great Disney Countdown! So far we’ve taken a look at the bottom of the barrel, and then sorted out the many films in the solid middle that achieved success but not quite excellence. Now we’re getting into the top half, the elite list of classics that have stood the test of time.

This list only includes the films officially produced and released by Walt Disney Animation Studios. No Pixar films (although you can see my current ranking of those here) and it also doesn’t include the cheaper DisneyToon films like A Goofy Movie, or the oddball Touchstone musicals like The Nightmare Before Christmas.

24. The Sword in the Stone (1963)

This take on Arthurian legend is one of the more divisive movies in the Disney legend, with some fans loving its catchy musical numbers and likable characters and others feeling it makes too many changes to the legend to be kid-friendly. There’s some truth in the latter, but I come down firmly on the former side. There are three segments in this film that are up there with the best of Disney – Merlin’s catchy musical number as he packs his books; the anarchic shape-shifting final battle between Merlin and Madame Mim, and a sweet, mostly silent segment after Arthur is transformed into a squirrel and meets a female squirrel.

23. The Hunchback of Notre Dame (1996)

Let’s get one thing straight – this is one of the most beautiful Disney films ever made. Its animation is sweeping and majestic, and its soundtrack is a marvel. Two of its numbers – the opening “Bells of Notre Dame” and the villainous “Hellfire” – are among the best Disney music of all time. But it’s also a movie with some real tonal problems. It’s shockingly dark, with a perverted and genocidal villain and a wacky sidekick who nearly executes the heroes in cold blood. Touches like that make its funny gargoyle characters feel even more out of place, and contribute to why this never achieved the success of other films of the era.

22. Hercules (1997)

A dramatic shift in tone from the previous year’s release, Disney’s first foray into the world of Greek myths is a jaunty adventure filled with action. Its gospel-inspired soundtrack has some great numbers, although none really stands out as a truly iconic Disney number. James Woods’ Hades is an equally menacing and hilarious foe, and its unconventional love interest Megara has gained a huge fanbase. But the departures from the actual myth are so drastic that it’s essentially Hercules in name only – it has much more in common with an Ancient Greece Elseworlds for Superman.

21. Bambi (1942)

A classic from Disney’s early years, Bambi is their first foray into the “talking animals” genre without major human characters. It gets off to an extremely dramatic and traumatic start with one of the most memorable moments in Disney history – the death of Bambi’s mother. But after that, Bambi’s friendship with the forest animals and his eventual rise to become the leader of his fellow deer is enjoyable – but not all that memorable.

20. Cinderella (1950)

The second of Disney’s original Princess trio, Cinderella has gotten some flack over the years for its passive heroine. That’s largely unfair, because it’s actually a pretty compelling story of a girl rising above abuse (a theme done even better in a film we’ll see much later on the list). It has some great music primarily courtesy of the Fairy Godmother, and the ongoing subplot of a trio of friendly mice battling an evil cat adds some fun slapstick without detracting. Its biggest weakness? Its Prince Charming has almost as little personality as the one-scene prince from Snow White.

19. The Jungle Book (1967)

This adventurous adaptation of Rudyard Kipling’s famous story of an Indian boy raised by animals is still a fun romp today. Maybe a bit too fun – while the original book had some serious danger in it, this cartoon largely keeps it light throughout. Although villains Shere Khan and Kaa have some menace, the slapstick-y nature of the story and jazz-influenced soundtrack have made it a favorite among younger kids. “The Bare Necessities” remains one of the most enduring Disney songs, but the 2016 remake is the only one of that wave of live-action reinventions to eclipse the original.

18. The Little Mermaid (1989)

The movie that kicked off the Disney Renaissance that followed, there’s no question it stands up today as an entertaining and thrilling fairy tale. It pioneered the modern Disney formula of heroine, love interest, villain, sidekicks, and henchmen, and its soundtrack and villain remain the highlights. It drags in the middle after Ariel’s transformation, and Ariel’s father is so unlikable in the early going that it detracts for many people. Are Ariel and Eric as compelling as future Disney protagonists? No, but try listening to “Under the Sea” and not humming along.

17. Robin Hood (1973)

In the forty-five years since Disney’s take on Robin Hood was released, dozens of other adaptations of the famous property have been made. Few have come as close to the core of the story as this “funny animals” version. A lot of comedy and some over-the-top musical numbers lightly disguise a tale about class warfare and corrupt government, and its political streak makes it stand out from the other Disney films of the era. It maybe veers a bit too hard into slapstick at times, but it’s highly enjoyable throughout.

16. The Princess and the Frog (2009)

Has there ever been a Disney movie that suffered more from bad timing than The Princess and the Frog? The last 2-D animated film (until the little-seen Winnie the Pooh), it came at a time when the medium was dying and CGI was the new fancy. That led to this film being largely ignored despite having a LOT going for it. Featuring the first African-American princess, Tiana, this movie makes the most of its setting on the Louisiana Bayou. Its villain, the mad witch doctor Facilier, not only has one of the best Disney villain songs but drops multiple hints at a larger Disney multiverse in the process. Its drawbacks? A courtship that can feel too much like a Hallmark romantic comedy at times, and a little too much time for the comic relief sidekicks. But it’s a gem that gets ignored more than it deserves.

15. Bolt (2008)

Bolt is not an ambitious film, but it’s a near-perfect one. A charming, nearly villain-free tale of animals on a road trip, it follows a TV star dog who believes he actually has the superpowers of the dog he plays on TV. Teaming up with a streetwise stray cat with a tragic past and a hyperactive super-fan hamster who never leaves his exercise ball, Bolt’s attempts to “rescue” the little girl who plays his owner lead to some of the sweetest depictions of the love between pet and owner Disney has ever explored. This is another one that gets almost completely swept under the radar. It deserves better – Rhino the Hamster is one of the funniest characters Disney has ever created.

14. Fantasia (1940)

The final package film on the list, Fantasia is almost as significant as Snow White and the Seven Dwarfs in the evolution of Disney’s film history. A combo of silent animated shorts set to iconic works of classical music, it features two of the most iconic segments in Disney animation history – the Mickey Mouse-starring The Sorcerer’s Apprentice, a brilliant work of chaotic animated comedy; and the chilling Night on Bald Mountain. Featuring the demonic Chernabog, it’s one of the darkest and most haunting segments ever put to animation. There’s no question they’re works of Disney genius. But the other six animated segments have largely been forgotten, with some having deeply uncomfortable racial imagery.

13. One Hundred and One Dalmatians (1961)

The best of Disney’s “funny animals” genre, this story has become an iconic film for dog-lovers everywhere. Surprisingly, though, it’s the human characters who steal the show here. Charming musician Roger gets the film’s best scene with his trash-talking musical number about the villain, and his romance with Anita is arguably the studio’s best depiction of a courtship. Cruella De Vil arguably created the model for the charismatic-but-hateable Disney villain. It neatly balances the human and animal characters and holds up well even today, without the over-the-top slapstick that became a mainstay of the genre.

12. Aladdin (1992)

How far can one brilliant performance take a movie? That’s the question this movie poses. Robin Williams’ Genie may be the best comic-relief sidekick in Disney history, a rapid-fire blast of pop culture references and shapeshifting gags. The movie has a lot more going for it – Aladdin is a likable underdog hero, the movie has a lush and thrilling environment, and the soundtrack is top-notch. Villain Jafar is a bit of a stock character and his obsession with marrying the teenage Princess Jasmine puts Frollo to shame, but the Cave of Wonders segment may be one of the best animated scenes in the entire Disney library.

11. Alice in Wonderland (1951)

A lush and faithful adaptation of the surreal Lewis Carrol classic, this film combines elements from both the original Alice in Wonderland and its sequel Through the Looking Glass. Like the source material, its narrative is more a collection of bizarre adventures that a little Victorian girl encounters on her journey. But so many of those adventures are all-time classics. The Cheshire Cat’s confusing chaotic-neutral guidance makes him one of the great Disney sidekicks, and the Queen of Hearts is alternately buffoonish and menacing. It’s a bizarre, hilarious ride that never lets you get bored for a second.

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