The story concerns Mary-Quite-Contrary (Annette Funicello) who is to be married to her sweetheart Tom Piper (Tommy Sands). However, trouble lurks in the guise of the wicked Barnaby (Ray Bolger) who wants Mary to marry HIM!. Barnaby enlists the help of two bumbling fools (Henry Calvin and Gene Sheldon) to kidnap Tom and throw him into the sea, but instead they sell Tom to a troupe of gypsies so that they may profit twice from their actions. Barnaby also makes sure that Mary's only means of income - her sheep - get lost in The Forest of No Return, thus forcing her into matrimony.

However, the plan backfires and Tom is reunited with Mary. But Bo-Peep (Ann Jillian) and the children have gone looking for the sheep in the dangerous Forest...

Just like your favorite Christmas ornament, this is something that comes out every year no matter what. Disney's long-awaited DVD release of BABES IN TOYLAND is a great new way to ensure that this classic will live again for a new generation.

Also starring Mary McCarty, Tommy Kirk, Ed Wynn and Kevin Corcoran.