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Babes in Toyland begins with Mary, Mary Quite Contrary and the Piper's son Tom about to get married. Unfortunately, evil lurks as the cold-hearted Barnaby decides to send two of his henchmen to ruin their celebration, by stealing Mary's sheep, in hopes of forcing Mary to marry Barnaby instead. Barnaby and his men hit Tom over the head with a hammer and take him to the Gypsies.

As soon as the henchmen, Roderigo and Gonzorgo return to town, they tell Mary and everyone else in Mother Goose Land that Tom has drowned. Mary is shocked in disbelief, accepting Barnaby's hand in marriage. Barnaby arranges for the gypsies to be entertainment for the wedding. Tom takes this opportunity to disguise himself as a gypsy named Floretta so that he can reveal himself to Mary.

Mary finds out from one of the children that there are some sheep tracks that lead into the forbidden Forest of No Return. Mary and the children decide to go into the forest to find their sheep. Later on, while they are in the forest, they find out that the trees in the forest have come to life, telling them that their lives are now in danger of the Toymaker in Toyland.

Barnaby decides to shrink both Tom and The Toymaker with a shrinking gun, but instead of giving Tom one serving, he decides to give him two servings and locks him up in a birdcage.

Barnaby begins the marriage ceremony. As the Toymaker stalls the wedding, Tom escapes thanks to Barnaby's henchmen. As soon as Barnaby tries to fire another blow at Tom, Mary stops him with a toy cannon, causing Barnaby to shrink himself, making Tom place Barnaby in the birdcage. After this, Tom and Mary are married, living happily ever after.

| 1961 | 1 hr 46 min | 6.3/10 | 55/100
Ray Bolger, Tommy Sands, Annette Funicello, Ed Wynn
Jack Donohue
Produced By
Walt Disney

Also starring Ray Bolger

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