The untold succession struggle at Walt Disney Productions following the death of its founder, and the generational transformation which led to the birth of the modern multibillion-dollar animation industry. Walt Disney left behind big dreams when he died in 1966. Perhaps none was greater than the hope that his son-in-law, Ron Miller, would someday run his studio. Under Miller’s leadership, Disney expanded into new frontiers: global theme parks, computer animation, cable television, home video, and video games. Despite these innovations, Ron struggled to expand the Disney brand beyond its midcentury image of wholesome family entertainment, even as times and tastes evolved. Tensions between Miller and Walt’s nephew, Roy E. Disney, threatened to destroy the company, leading Wall Street “Gordon Gekko” types to come after Mickey Mouse. At the same time, the aging Animation Department—once the core of Walt’s business—was one memo away from shutting down forever. Rather, thanks to the radical eff orts of Walt’s veterans to recruit and nurture young talent, it was revived by this sudden influx of artists who would go on to revolutionize the film industry. Additionally, this new generation would prove over time that animation was so much more than just kids’ stuff—it was a multibillion dollar industry. This is the upstairs-downstairs story of the executives and animators who clashed and collaborated to keep America’s most storied company alive during the most uncertain period in its one hundred year history.