Pinocchio and the Emperor of the Night is a 1987 American animated fantasy adventure film that was released on December 25, 1987, by New World Pictures. Created by Filmation, the film was conceived as a sequel to the 1883 Italian classic novel The Adventures of Pinocchio by Carlo Collodi, being set a year after Pinocchio became a real boy. It was also described by some as a "thinly-veiled" sequel to Disney's 1940 classic Pinocchio. Disney sued Filmation for copyright infringement, but Filmation won the lawsuit on the grounds that Collodi's work is in the public domain.

The film received generally negative reviews from critics during its initial release and underperformed at the box office, costing $10 million but making $3.2 million in its entire run.

Pinocchio and the Emperor of the Night

Plot

A bumblebee named Lieutenant Grumblebee is woken from his sleep by the arrival of a large sinister-looking ship. A man named Puppetino, a puppet-master, remarks that this is the ideal spot for the carnival. Stakes and ropes fly from the ship and a circus tent forms. Grumblebee hastily leaves the area.

Pinocchio and the Emperor of the Night

A year after being made human by his Fairy Godmother, the boy Pinocchio celebrates his first birthday with Mister Geppetto. The Good Fairy appears and teaches Pinocchio that love is his most powerful gift. She brings to life one of Pinocchio's own carvings, a wooden glow-bug, to act as Pinocchio's conscience. Pinocchio, surprised, exclaims "Gee willikers!" and the bug takes the name "Willikers". After the party, Pinocchio offers to deliver a jewel box to the mayor for Geppetto. En route he encounters con men Sylvester J. Scalawag the raccoon and Igor the monkey, who trick him into trading the box for the "Pharaoh's Ruby". The ruby turns out to be a fake and Geppetto is furious. Pinocchio runs away in shame, leaving Willikers behind.

Pinocchio and the Emperor of the Night

Pinocchio looks for work at the carnival and is entranced by a blonde marionette named Twinkle. Puppetino recognises Pinocchio and uses Twinkle to lure him into joining the carnival. Puppetino starts playing an organ grinder, causing Pinocchio to dance uncontrollably and slowly transform back into a puppet. Puppetino attaches strings to Pinocchio's hands and feet, completing the transformation, and hangs the now lifeless Pinocchio alongside Twinkle. The Good Fairy appears and awakens Pinocchio, explaining that he lost his freedom because he took it for granted. She reminds him of the importance of choice before restoring him to human form.

Pinocchio decides to retrieve the jewel box. Willikers objects, so Pinocchio sets him aside and travels alone. Willikers encounters Grumblebee again, whom takes him to his home in Bugzburg. Pinocchio encounters Scalawag and Igor again, whom inform him that the box is at the carnival, which has returned to the ship. The trio pursue the carnival ship by boat. Unbeknownst to Pinocchio, they plan to hand him over to Puppetino in return for a reward, but after Pinocchio saves them from a giant barracuda, they change their minds and begin to genuinely bond with Pinocchio. As they travel, the carnival ship arrives, capturing the boat. Willikers, carried to the river by Grumblebee, latches onto Pinocchio's pocket as they drift into the ship.

Scalawag recognizes the ship as the Empire of the Night. A boatman offers Pinocchio a ride to the jewel box, leaving Scalawag and Igor behind. The boatman says the box is in the opposite, darker end of a cavern. Pinocchio prefers the brighter path, and they row to the "Neon Cabaret". A doorman says that Pinocchio can play inside if he signs a contract. He impulsively agrees, runs inside and finds a room full of partying children. Pinocchio drinks from a fountain of green liquid that causes him to hallucinate and black out. He awakens on a stage; a ringmaster tells him his fans are waiting and he begins dancing. Scalawag and Igor, who have followed Pinocchio, try to get his attention, but are drawn offstage while he is distracted by Twinkle. Pinocchio bows to thunderous applause.