OK, we're cheating a little with this one; Who Framed Roger Rabbit? is actually both an animated and live-action film. But with almost every single scene of the film containing animation, we think that it fairly belongs on this list.

We're going to be honest with you - plot-wise, this movie is a mess. It's 1947 Los Angeles, and 'toons and humans live together side by side. Then there's something about a murder, a weirdo judge with a freeway fetish, a concoction called "dip," and a place called Toontown that exists for no apparent reason. Amid all this chaos is the voluptuous Jessica Rabbit. A sultry nightclub singer who looks like the ultimate femme fatale, Jessica claims, "I'm not bad, I'm just drawn that way." With cleavage like Jessica's, you'll know that you've left the land of Disney and hit PG country.

The only reason to see this film is because of its amazing technical achievement. The animation blends in seamlessly with the live action. Cartoon characters hold real guns, and real characters hold cartoon guns. It's also a must-see if you're a fan of Bugs Bunny, Betty Boop, and all of those other 1940s cartoons. There are hundreds of hidden references planted in the film for sharp-eyed viewers, so whip out your scoresheet and see what you can catch. For bonus points, see if you can find the errors. (Here's one: the Roadrunner wasn't around until after 1947, but he appears in the film.)


  • Nominated for 6 Academy Awards, including Best Cinematography

  • Won 4 Academy Awards: Best Film Editing, Visual Effects, Sound Effects Editing, and a special achievement award

  • Though she was uncredited, the Kathleen Turner was the voice of Jessica Rabbit

  • This movie was the first (and only) time that Disney and Warner Bros. characters appeared on film at the same time.

  • Terry Gilliam considered directing this movie, but thought it would be too difficult, so Robert Zemeckis (Forrest Gump, Back to the Future) directed instead.