Once Upon a Time (originally known in Magic Kingdom officially as its full name Once Upon A Time: Where Stories Take You Anywhere) was a nighttime spectacular at Tokyo Disneyland, that premiered on May 29, 2014. Similar to Celebrate the Magic and Disney Dreams!, it utilizes fireworks, lasers, fire, projection mapping, and searchlights during the 19-minute presentation.
In October 2013, Tokyo Disney Resort announced that the Castle Projection show "Once Upon a Time", a new nighttime entertainment at Tokyo Disneyland, will premiere on May 29, 2014. This fantastic and heartwarming nighttime entertainment uses projection mapping technology to produce a three-dimensional effect by projecting images in a way that fits the contours of buildings and other structures. This is the first time for this technology to be used in an entertainment program at Tokyo Disney Resort.
To avoid overcrowding problems, the show features ticket systems for special viewing areas.
On January 13, 2015, Tokyo Disneyland presented a winter event called Anna and Elsa's Frozen Fantasy. During the period, Once Upon A Time features a special winter edition, featuring the scenes and songs of Frozen, replacing Snow White and Winnie The Pooh scenes, including "For the First Time in Forever" and "Let It Go". The event ended on March 20, 2015 and will be held again in winter 2016. Although the event ended, the show was over popular. Therefore, the park decided to extend the show's ending date until July 5, 2015. After that, the original show still continued.
On October 26, 2016, it was announced that the show would be coming to Walt Disney World's Magic Kingdom on November 4, 2016, replacing the previous projection mapping show on Cinderella Castle, Celebrate the Magic, as part of its 45th anniversary celebration 
Magic Kingdom version has some difference from Tokyo Disneyland version because they only used minimized use of fire, with a greater reliance on fireworks and more searchlights, although lasers were added in June 2017. This version only runs 14:30 minutes and excluding Snow White and Tangled scenes, and replace them with Frozen scene from special winter version.
On March 12, 2020, the Magic Kingdom version had its final performance, due to the COVID-19 outbreak.
As of 2021, the original show is no longer in operation due to the ongoing COVID-19 pandemic.
Hosted by Mrs. Potts, the show is framed as her telling bedtime stories to Chip, including sequences showcasing Alice in Wonderland, Tangled, Cinderella, Peter Pan, Snow White and the Seven Dwarfs, Frozen, The Many Adventures of Winnie the Pooh, and finally Beauty and the Beast which culminates in the battle between Gaston and Beast fighting out on the castle itself and Beast's transformation back into the Prince kicking off the finale. The finale montage includes brief appearances by characters from Frozen, Aladdin, and The Lion King.
- "Once Upon a Time" (show theme)
- Tokyo version
- "You Can Fly" (Peter Pan)
- Florida version
- Enchanted Places (Florida version; Every year April to December in Tokyo)
- Beauty and the Beast
- Reprise of "Once Upon a Time"
- The Lion King (Tokyo version)
- The Many Adventures of Winnie the Pooh (Florida version)
- Peter Pan
- Alice in Wonderland
- Kimberley Locke/May J. - female vocalist (Once Upon a Time theme song) (TDL, MK)
- Angela Lansbury - Mrs. Potts (MK)
- Kimiko Fukuda/Popla - Mrs. Potts (TDL)
- Brian Press - Chip Potts (MK)
- Atsushi Yamaguchi - Chip Potts (TDL)
- Bill Thompson - The White Rabbit (MK)
- Shigeru Ushiyama - The White Rabbit (TDL)
- Kathryn Beaumont - Alice (MK)
- Mika Doi - Alice (TDL)
- Seki Seki - Cheshire Cat (TDL)
- Hiroyuki Nishimoto - Mad Hatter (TDL)
- Osawa Sumie - Queen of Hearts (TDL)
- Bobby Driscoll - Peter Pan (archival recording) (MK)
- Mitsuo Iwata - Peter Pan (TDL)
- Ilene Woods - Cinderella (archival recording) (MK)
- Yuko Suzuki - Cinderella (TDL)
- Russi Taylor - Fairy Godmother (MK)
- Naoko Kyoda - Fairy Godmother (TDL)
- Zachary Levi - Flynn Rider/Eugene Fitzherbert (TDL)
- Mandy Moore - Rapunzel (TDL)
- Sterling Holloway - Winnie the Pooh (archival recording) (MK)
- Hayao Yatsushiro - Winnie the Pooh (TDL)
- Mizuho Suzuki - Narrator (TDL)
- Paige O'Hara - Belle (MK)
- Eri Itō - Belle (TDL)
- Robby Benson - Beast (MK)
- Koichi Yamadera - Beast (TDL)
- Richard White - Gaston (MK)
- Tsukasani Matsumoto - Gaston (TDL)
- Idina Menzel - Elsa (TDL 2015 version, MK)
- Kristen Bell - Anna (TDL 2015 version, MK)
- Sayaka Kanda - Anna (TDL 2016 version)
- Takako Matsu - Elsa (TDL 2016 version)
- Disneyland Forever
- Happily Ever After
- Remember... Dreams Come True
- Celebrate the Magic
- Disney Dreams!
- Ignite the Dream: A Nighttime Spectacular of Magic and Light
- We Love Mickey!
- World of Color
- Tangled and Snow White and the Seven Dwarfs are only featured in the Tokyo Disneyland version.
- "The Mob Song" scene in the Florida version is shorter than the Tokyo version.
- In 2016, Idina Menzel and Kristen Bell were replaced by Takako Matsu and Sayaka Kanda as the voices of Elsa and Anna, respectively, in the Tokyo version.
- In the reprise of the song, Cars and Monsters, Inc. are not included in the final scene.
- "‘Once Upon A Time' Projection Show Begins November 4" (en-us). Disney Parks Blog.
- "“Once Upon a Time” to Premiere on May 29, 2014". olc.co.jp/. Oriental Land Co., Ltd.. Retrieved on 13 November 2015.
- "Once Upon a Time @Tokyo DisneyLAND 20140526". Youtube. Retrieved on 13 November 2015.
- "‘Anna and Elsa's Frozen Fantasy' Coming to Tokyo Disney Resort". disneyparks.disney.go.com/. Disney Parks. Retrieved on 13 November 2015.
- "Tokyo Disney Resort Announces 2015-2016 Celebrations and Events". stitchkingdom.com. Stitch Kingdom. Retrieved on 13 November 2015.
- "Once Upon a Time". tokyodisneyresort.jp/en. Tokyo Disney Resort. Retrieved on 13 November 2015.