Once upon a time, in 1985, Filmation Associates, the animation production company behind such Saturday morning cartoons as Fat Albert and the Cosby Kids and He-Man and the Masters of the Universe, announced that it was entering the movie market with features starring beloved storybook characters once believed to have lived happily ever after (link). The first two films in this “New Classics Collection” lineup would be The New Adventures of Pinocchio (later renamed Pinocchio and the Emperor of the Night), which takes place when the former marionette celebrates his first birthday being human, and the tentatively-titled Snow White and the Seven Dwarfelles, a gender-role-reversal sequel in which the Seven Dwarfs’ female cousins join a teenage Snow White to rescue the Prince from the Evil Queen’s brother, Lord Maliss.

While the original literary source works by Carlo Collodi and the Brothers Grimm, respectively, had long fallen into the public domain, The Walt Disney Company established them in the popular culture with its own distinctive adaptations. In fact, 1937’s Snow White and the Seven Dwarfs was the first full-length animated film of its kind, which resulted in Walt Disney receiving an honorary Academy Award that year for not only this achievement, but for also captivating an audience of millions in the process.

Despite the success of Snow White, Disney had no intention of returning to the tale, or to Pinocchio, whose fable followed in 1940, or to any others already put to celluloid by his company.

“I’ve never believed in doing sequels,” he was quoted as saying. “I didn’t want to waste the time I have doing a sequel. I’d rather be using that time doing something new and different. It goes back to when they wanted me to do more pigs.”

This no-sequel policy persisted at the time when Filmation started work on Pinocchio and the Emperor of the Night, but The Walt Disney Company, which had re-issued its Pinocchio to theaters in 1984, was not about to let a competitor butt in on its business. A lawsuit was filed against Filmation in April 1985 in an attempt to once again tie strings around the onetime wooden boy. Jeffrey Katzenberg, Disney’s chairman at the time, flat-out referred to Filmation’s upcoming projects as “rip-offs” (link).

In the trial, it came out that Filmation had used “a series of original designs and drawings” from Disney’s Pinocchio as a jumping-off point. The U.S. District Court ultimately found in February 1986 that Pinocchio, the character and the story, did not belong to Disney, allowing Filmation to proceed ahead, although measures would be taken to visually differentiate from Disney’s copyrighted take (link).

Pinocchio and the Emperor of the Night premiered on Christmas Day in 1987 after four years of development and $9.5 million spent (link). The high budget was the result of the production being entirely done in America.

“It costs between $10 and $12 to do each cel in the United States,” Lou Scheimer, president of Filmation, told the Los Angeles Times. “In Korea, that cel costs about $1.25; in mainland China you can get it done for about 17 cents. Ink and paint [have] been costing us $30,000 to $40,000 per half hour” (link).

The film bombed at the box office, grossing only $3.2 million, and received negative reviews across the board, with The New York Times calling it a bland “bait and switch” (link, link).

As for Snow White and the Seven Dwarfelles, which went by several other working titles during its production, Disney forced Filmation to change the name to Happily Ever After in order to avoid any confusion. The second movie in the New Classics Collection was completed in 1988 (link). The North American distribution and licensing rights were being negotiated by 1st National Film Corp., a Colorado corporation whose principals operated out of Austin, Texas (link). The following year, the ownership of Filmation changed hands to Parafrance Communications, which is part of Paravision International, a subsidiary of Paris-based cosmetics giant L’Oréal.

Snow White was voiced by Irene Cara, who had previously won an Academy Award for the song “Flashdance… What a Feeling,” while Edward Asner, Carol Channing, Dom DeLuise, Phyllis Diller, Zsa Zsa Gabor, Tracey Ullman, and Malcolm McDowell rounded out the rest of the all-star cast.

“This Snow White is not the passive heroine who has to be rescued,” Cara told the Associated Press. “Actually, she’s quite the heroine, and she does the rescuing. She rescues the Prince and battles the evil villain herself with the help of the ‘Dwarfelles’ instead of the Dwarfs. [The film] does show women as mature, aggressive, and strong when things happen in their lives. I think that’s very apropos for the ’90s.”

Also apropos for the ’90s: The movie would have a Nintendo tie-in.

(Image source: RetroMags.com)

In the September 1990 issue of Nintendo Power, the magazine repeated “gossip” it heard at the Consumer Electronics Show that a Nintendo Entertainment System title based on Happily Ever After would be made by SOFEL, the Japanese developer/publisher best known for Wall Street Kid and Casino Kid, “targeting the growing female market for NES games.”

A press release sent out by 1st National Film in October stated that this Nintendo game was scheduled for January 1991. The film, meanwhile, only made it to French movie screens in 1990, due to 1st National Film’s failure to procure enough money for advertising and prints, according to the Associated Press. An application to join the NASDAQ was being prepared by the distributor, while the summer of 1991 was the new slated release date for the movie. (Ironically, Disney beat Filmation to the punch by introducing the first animated motion picture sequel in its company’s history in November 1990, The Rescuers Down Under.)

(Image source: RetroMags.com)

After January rolled around uneventfully, GamePro published a single screenshot of Snow White’s 8-bit video game in action in March 1991 with the bemused aside, “What? An NES title with a female protagonist?”Game Player’s wrote in the same month that the gaming adventure was “forthcoming” to coincide with the still unexhibited feature film.

In July, 1st National Film began trading on the NASDAQ (link). A company press release from the following month claimed that when the Nintendo game was demoed at Chicago’s Consumer Electronics Show in June, over $3 million in advance wholesale orders were placed by retailers during the four-day gathering.

(Image source: RetroMags.com)

After 1st National Film again failed to release Happily Ever After to theaters in the summer, GamePro reported that the game would be ready for fall 1991.

(Image source: RetroMags.com)

It was not, but in December, SOFEL ran a full-page ad in Electronic Gaming Monthly. Also that month, 1st National Film completed its acquisition of the North American rights to Happily Ever After for approximately $1.35 million, according to SEC filings (link).

(Image source: RetroMags.com)

While Happily Ever After the game–and movie–remained in limbo, that didn’t stop Funcoland from posting its trade-in value in the spring 1992 edition of Game Informer: The chain store was willing to buy a non-existent copy for $22, or sell an imaginary used one for $39.

(Image source: RetroMags.com)

GamePro updated Happily Ever After‘s release date to 1993 a few months later, remarking, “Some day her Prince will come, and so will her NES cart.”

(Image source: RetroMags.com)

Nintendo Power‘s PAK Watch Report from the Winter Consumer Electronics Show in Las Vegas informed readers that SOFEL was still showing the game. GamePro elaborated that it would be available in June 1993.

After two bungled attempts at distribution by 1st National Film, Happily Ever After finally hit over 1,000 U.S. theaters, alongside Super Mario Bros., during the Memorial Day weekend of 1993.

Ray Busby, 1st National Film’s vice president, told the Los Angeles Daily News that the film had kept Disney’s lawyers busy.

“They poured over every single cel of the movie–literally hundreds of thousands of drawings,” he said. “And after pouring over the film, frame by frame, every single drawing, Disney signed a confidential agreement signing off on the film.”

Happily Ever After opened in 11th place, and ended its two-month run bringing in a devastating $3.2 million domestically (link). By contrast, Disney re-released Snow White and the Seven Dwarfs only weeks later in July, and raked in $41.6 million dollars (link).

Entertainment Weekly gave the unofficial Snow White sequel an F, writing, “It may star the fairest of them all, but the new cartoon feature Happily Ever After is one ugly piece of marketing opportunism… give this Snow White the big kiss-off” (link). The Washington Post complained how the “badly drawn characters and their clumsy movements are only a little less Hanna-Barberic than TV toons,” and commented on the inclusion of a rap song: “an owl doing hip-hop is far from a hoot” (link).

Even though television spin-offs based on the New Classics Collection features had been planned, including one focusing around the Dwarfelles, Happily Ever After was the last animated venture that Filmation ever produced, as Parafrance closed down the studio shortly after acquiring it, seeing value only in its past library, which is now currently owned by DreamWorks Animation (linklink).

After draining $10 million to distribute and market Happily Ever After, the SEC later alleged that 1st National Film had defrauded investors, submitting as evidence bulk mailings sent by the company that promised “between $50 million and $80 million at the box office and… an additional $35 million to $42 million from videotape sales” (link).

It was revealed that the real financing behind the film’s U.S. release came from selling trumped-up shares to the public. At the stock’s height, President Milton Verret was observed dumping 800,000 of his company shares, worth $5.2 million dollars, a month before the movie flopped. He was charged with insider trading and securities fraud (link).

“Fairy tales provide the lessons which, over the years, form our moral values,” Verret said in a press release that first announced the company was going public. “As feature films, fairy tales can generate millions of dollars in revenues for the distributor. I am convinced Happily Ever After will rival the original Snow White film and become a cherished classic to be enjoyed by future generations.”

Verret was ordered to disgorge his trading profits and he was permanently prohibited from acting as an officer or a director of any public company (link). He made headlines again in 2011 when the Better Business Bureau alleged that he was engaging in bait-and-switch tactics to hawk gold bullion coins (link). His sordid past reappeared in the news when he purchased Michael Jackson’s iconic “Thriller” jacket at an auction for $1.8 million dollars (link).

Nintendo Power‘s September 1994 review of the Super Nintendo game (Image source: RetroMags.com)

It is not known whether the poor ticket sales or the long delays contributed to its cancellation, but Happily Ever After didn’t have a happy ending on the Nintendo Entertainment System–it quietly disappeared like so many other unreleased games. In July 1993, however, 1st National Film signed an agreement with American Softworks Corporation to create a next-generation title for the Super Nintendo and the SEGA Genesis, the former of which was shipped in 1994 (link).

No copy of the original Nintendo Entertainment System version has ever surfaced–until now.

(Image courtesy of Sean McGee)

Sean McGee is no stranger to this website. I was already in his debt when he helped solve a decade-old mystery behind the Super Mario Bros. 2 sample cartridges that were purportedly used in-house by Nintendo of America. He found one hidden in a system at a yard sale, and did what no other collector before him would do: shared the data for history’s sake, making my heart grow several sizes that day.

I could hardly believe the continuation of his good luck when he notified me in mid-July 2015 of his latest find.

“Have you ever heard of the Happily Ever After NES game? I’ve run into a copy of that.”

Having followed Nintendo prototype matters for far too long, I have become accustomed to the condescension, the bravado, the bullshit that go hand in hand. Sean resembles none of that. He’s refreshingly down-to-earth and tells me bewildering, unprovoked things like “And of course a ROM dump will follow.” There isn’t a quote more deserving to be immortalized in knitted cursive on a decorative pillow.

(Image courtesy of Sean McGee)

The Hitachi erasable and programmable ROM chip containing the game’s program data was manufactured in the eighth week of 1991, placing the creation of this prototype sometime after that date.

Sean lives in the Austin area, not far from the whereabouts of the former embattled 1st National Film president. That’s where he met up with a local private seller, who sold him the previously unseen Happily Ever After.


The Nintendo Entertainment System game picks up after Lord Maliss kidnaps the Prince and sends Snow White fleeing into the forest, only this time with Blossom, one of the Seven Dwarfelles, endowing her with special flower powers that are on loan from Mother Nature.

More on that in a moment.

Stage 1 Map

In the film, the mistake-prone Earth Goddess struggles with concocting critters, creating several botched beasts that last an entire song routine. Stalking legged life-size sunflowers, leaping catfish, swooping bats, and flouncing potion bottles containing Mother Nature’s aborted abominations inhabit the Seven Pines, along with floating fruit bonus points that spoil if they’re not picked fast enough.


Snow White’s dressed to kill–the B button performs her primary line of attack, which twirls her magic cape around to sweep away foes. She can brave five hits, after which she’ll collapse to the ground. The player has four Continues in reserve to try again. After that, it’s Game Over.


Eventually Snow White arrives at an impassable body of water. By rapidly pressing the B button, the player can open a select screen to activate Blossom’s aforementioned flower powers with A, which magically makes a moving petal platform materialize in the lake to ferry Snow White across safely.

The sunny forest gives way to a dark wood, where Snow White battles an anthropomorphic tree stump that blows harmful environmental debris out of its mouth. Five thwacks with her cape chops the tree down into toothpicks.


A Dwarfelle named Marina introduces herself afterwards and shares with Snow White another ability, “water powers to help you jet up to new heights.” Moonbeam, another Dwarfelle, then carries on the gift-giving tradition with the “power to see kind Mother Nature in your dreams,” for “She will give you important advice to follow” at four designated parts of the adventure.

Stage 2 Map

Stage 2 begins near a cave with bouncing boulders, which rain down on Snow White from the sky.


She also has to deal with Lord Maliss’s trained skipping canines and the Land of Doom’s dangerously unkempt infrastructure. They don’t make video games like this anymore.

When Snow White arrives at a cliff out of reach, she can use Marina’s powers to shoot water jets out of the holes in the land, which will lift her on up.

Those familiar with LJN’s Friday the 13th on the Nintendo Entertainment System will do a double-take upon entering the cave: The camp cabin music from that 1989 title echoes here, too. The haunting refrain comes courtesy of composer and friend of the site Hirohiko Takayama. In place of the hockey-mask madman is something almost as fearsome: Sword-strutting skeletons will detach their skulls when attacked, which then hover around Snow White, eyeing her like an apple, wanting a big beautiful bite.

Shaking off the Crystal Lake aquaphobia, the next boss, a monstrous plant that puffs poisonous purple clouds, awaits Snow White outside. Our heroine can make mulch by smacking the horticultural horror five times when its bud blooms.


Muddy is the next Dwarfelle to lend assistance to Snow White “by providing an Earth-shaking miracle when you need it most.” Critterina offers to “give you a helping hand or wing to carry you over some of the rough spots of your journey.”

Stage 3 Map

Stage 3 wastes no time in throwing a new devilish adversary at Snow White, while she traverses a gloomy Rainbow Falls and another lonely, Voorhees-less cavern.


This trip around she ducks giant rolling rocks and navigates waterfall ledges before reaching a dead-end. As Mother Nature will explain, Snow White can make the boulder disappear by using Muddy’s powers. Just to keep her on her toes, the next section requires Snow White to switch on Marina’s powers once more to hitch a ride on a waterspout.


Outdoors again, Snow White now faces magma-spouting volcanoes before she comes upon a cliff. Critterina’s powers can call forth an uncharacteristically non-smoking Scowl the owl and Batso the bat to usher her over the wide gap, Scowl does all the heavy lifting, as the blackened castle of Lord Maliss looms in the moonlit horizon.

Having sat through the movie just a short while ago, the characters still fresh in my mind, it took entirely too long for me to decipher who or what the next boss is supposed to be.

A couple of minutes into the film, a pink bird in a do-rag roosts perched at the head of the Evil Queen’s table, rejoicing in her demise by downing some wine. He has in total about three seconds of screen-time, Filmation never bothered to even animate him, his mouth simply hangs open in a drunken daze, so the reason for his prominent role in the game remains a mystery, especially since Lord Maliss in dragon form would have made a more sensible choice. Then again, I don’t recall any hardwood henchmen or violent vegetation, either, for that matter. All’s fair in love and video game bosses.

Snow White must remain patient until the boozy bird dives down or flies within cape-smacking range to deliver him seven blows.


Snow White subsequently meets a bright-eyed Dwarfelle called Sunny. This character goes by the name Sunburn in the motion picture, on account of her hot-headed temper, the polar opposite of her cheery disposition in the game. She presents Snow White with the powers of light to “serve you by blocking those evil rays from the eyes of Lord Maliss.” The seventh and final Dwarfelle, Thunderella, lends Snow White a helping hand with her lightning powers, which will prove more effective against Lord Maliss than a normal cape-swipe.

Stage 4 Map

Stage 4 takes place inside of the maze of a castle, where outfitted lilac-skinned lugs charge at Snow White. Upon approaching the first door, Mother Nature advises her to enter the Looking Glass. All manner of monsters, some with bows and arrows, will rush out of several of the remaining doorways ahead.

To make it through the castle’s labyrinth, Snow White must head left, past the histrionic alligator, and open the door there. In the next room, she needs to avoid the horned archer to head into that door. In the room after that, she should go to the right, inside the door that the purple putz protects. She can walk into the Looking Glass in the next area, where the doorknob-pulling will continue, except now she will be able to move upside-down below floors.

The player’s directional controls will be flipped when this occurs—Up becomes Down, Left turns to Right. Snow White will want to enter the door on the other side of the suit of armor, which is a foreshadowing of what’s to come. Then, in the following room, she must jump to the door on the right. Finally, she’s to enter the door to the left where a wall clock hangs.

The boss inside, a possessed suit of armor, marches back and forth. Slamming the steel plates will scatter the pieces across the room, which can hurt Snow White if she’s not careful to keep her distance. Five sound whippings from her magic cape disarm the armor.

The reappearance of Stumpy outside the castle before the main event can mean only one thing: Snow White’s gonna boss rush like it’s 1991.


At last, Snow White comes face-to-face with a lucha-libre-looking Lord Maliss, who does mid-air somersaults, tosses magenta fireballs out of his fingertip, and shoots light beams from his eyeballs. As far as unreleased Nintendo games go, this has to be one of the best.

At a time when black market dealers push these pieces of history for exorbitant financial gains, when unsaved prototypes find themselves locked in acrylic safes by an alarmingly unaware toy grading enterprise, when taking out bank loans is practically required to compete against the opportunists of the vintage gaming Babylon, here comes Sean McGee to look past the dollar signs and the cynicism, to plainly profess the simple desire for a lost video game to finally be played by a too often jaded and moneyed world.

Here he comes to prove to us all that some fairy tales do come true.

Download Happily Ever After