World-famous magicians Penn and Teller are given the honor of introducing "The Sorcerer's Apprentice," the only segment that remains from the original 1940 film. Each frame of the soggy Mickey Mouse adventure, directed by James Algar, was digitally cleaned, making for the crispest possible visuals. The sound track -- with music composed by Paul Dukas, performed by the Philadelphia Orchestra, and conducted by Leopold Stokowski -- was also cleaned up to eliminate pops and hissing. At the end, Mickey shakes hands with maestros Stokowski and Levine, symbolically ushering in a new era. Levine then introduces the next segment, "Pomp and Circumstance, Marches #1,2,3,4," composed by Sir Edward Elgar. In this piece, the always-temperamental Donald Duck plays Noah's assistant, herding the world's animals 2-by-2 onto the ark. Through a series of misunderstandings, he is separated from Daisy Duck, his own better half. The ill-fated water fowl both believe the other has drowned in the great Flood. "The piece continues," says Butoy, "with them kind of missing each other and just remembering each other. They see the other animals as couples and they wish they had the other there." In the end, of course, the two love birds are reunited beneath a fabulous rainbow. The segment, directed by first-timer Francis Glebas, features rich classic style animation. Previously, Glebas was a story artist on Pocahontas, Aladdin and Hercules.

Ill-tempered Donald Duck is Noah's assistant in "Pomp and Circumstance, Marches #1,2,3,4."	"The Firebird Suite," which explores death and rebirth in Nature, is the film's climax.

Venerated actress Angela Lansbury brings things to a close with Igor Stravinsky's "The Firebird Suite." Long considered to be one of the most dramatic finales in all of classical music, this powerful piece provides a spectacular finish to Fantasia 2000. Recalls Butoy, "We approached Paul and Gaetan Brizzi to direct, who were, at that time, working as story artists on The Hunchback of Notre Dame at the Disney studio in Paris. Their style has a grandeur and an epic quality to it. They draw big, and the themes that they choose are these big, grand shots, so we thought they would be perfect for this piece because the music itself is huge and epic." The story they created symbolically depicts the death and rebirth of a forest following a volcanic eruption and subsequent fire, with Nature personified in three characters: a sprite, an elk and a firebird. A special "particle system" was implemented for the first time in this sequence to allow for spectacular character movement and effects.

Ultimately, Fantasia 2000 ends much as it began. As we watch the artists and musicians packing up their gear in the orchestra pit, images and music float across the screen and fade away, mimicking the style of the overture. This time, however, the scenes and sounds are from Fantasia 2000 and not the Fantasia of 1940. The torch has indeed been passed to a new generation of Disney fans.

Special thanks to Howard Green and Zelda Wong.

Prior to becoming a freelance journalist and screenwriter, Laura Schiff sold animation art for Hanna-Barbera Cartoons. Her work has been published in Animefantastique, Creative Screenwriting, People, Mademoiselle and Seventeen.