Twice Upon a Time is a 1983 stop motionanimated fantasy comedy film directed by John Korty and Charles Swenson. Twice Upon a Time was also the first animated film George Lucas produced. The film uses a form of cutout animation, which the filmmakers called Lumage, involving prefabricated cutout plastic pieces that the animators moved on a light table.
In the faraway eternally busy city of Din, live the blackandwhite Rushers, who constantly go about their business in a fastpaced way and stop only to sleep. Din lies in between two worlds that create dreams to deliver to the sleeping Rushers one is the bright and cheerful Frivoli, where Greensleeves and his Figmen of Imagination bring sweet dreams, and the other is the Murkworks, a dark and dingy factory home to vultures who drop nightmare bombs. The evil Synonamess Botch, maniacal ruler of the Murkworks wants to foil Greenies efforts and subject the Rushers to nonstop waking nightmares. He uses his vultures to kidnap the Figs and Greensleeves, but not before Greensleeves writes an S.O.S. to Frivoli.Meanwhile, two misfits known as Ralph, the All Purpose Animal named so for his somewhat unreliable shapeshifting abilities, and Mumford, a Chaplinesque mime, are put on trial for their incompetence at work. Determined to prove they can do something right, Ralph and Mumford take on the job of garbagemen. As they dump garbage over a large hill, they meet Flora Fauna, Greensleevess niece, who has found her uncles S.O.S and wants to find him. Botch spies on the three through Ibor, his robot gorilla, and uses Ralph and Mums desire to be heroes to his advantage. After introducing himself as a friend of Greenie, he cons the three that in order to save Greensleeves, they need to go into Din and steal the main spring from the Cosmic Clock. Flora stays behind to act the part of the damsel in distress for Botchs nightmares. Mumford and Ralph release the spring which causes time to freeze. They chase the spring throughout Din, but Botch sends his vultures to steal the spring from them and begin planting nightmare bombs. A Fairy Godmother, or FGM as she likes to be called, twinkles in to tell our heroes that they have been tricked and gives them three dimes to make a phone booth appear in case they need her help. FGM also recruits the help of the dimwitted but musclebound Rod Rescu
Source: Wikipedia