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All Dogs Go to Heaven: A Flawed Yet Emotional Classic

Itchy, Anne Marie, and Charlie ,voiced by Dom DeLuise, Judith Barsi, and Burt Reynolds in All Dogs Go to Heaven. Picture Courtesy of Amazon MGM Studios.

On November 17, 1989, two animated family films were released in theaters: Disney’s The Little Mermaid and Sullivan Bluth Studio’s All Dogs Go to Heaven. The former significantly outperformed the latter at the box office. It earned $235 million compared to All Dogs Go to Heaven, which made only $27 million. However, when All Dogs Go to Heaven was released on VHS, it sold extremely well. As a result, it became a beloved classic for children worldwide. It’s easy to see why. Despite some flaws, the film as a whole is emotionally fulfilling and challenging. It brings a story about flawed, dark characters to children, trusting them to engage with difficult material.

Bluth originally envisioned the film as being about a canine private eye. The character of the German Shepard was specifically designed for Burt Reynolds. Ultimately, the idea was scrapped because Don Bluth Productions was experiencing financial difficulties and had to declare bankruptcy. The idea was revived and rewritten by John Pomeroy, Gary Goldman, and David N. Weiss, with Bluth as a team. They took inspiration from films such as It’s a Wonderful Life, Little Miss Marker, and A Guy Named Joe. Several of these films featured supernatural events and characters getting second chances at life. In particular, Little Miss Marker features a young orphan girl adopted by gangsters who is used to win bets.

What is surprising about All Dogs Go to Heaven is that its narrative and subject matter are much darker than one would expect from a children’s movie. Additionally, the backstory of the film’s production is inherently tragic. Nonetheless, it is remembered fondly for its colorful animation, skilled voice acting, and tale of redemption. It tells the story of a greedy German Shepherd named Charlie, voiced by Burt Reynolds. He learns the value of love through his friendship with a young girl, Anne-Marie (Judith Barsi).

Charlie (Burt Reynolds) gives a shrug. He's wearing a gold watch.
Burt Reynolds voices Charlie in All Dogs Go to Heaven. Picture courtesy of Amazon MGM Studios.

It takes a long time for Charlie to reach that realization, though. Initially, this dog is every bit as much a scoundrel as the worst criminal on the block. Breaking free from prison (the dog pound) with his best pal, Itchy (Dom DeLuise), the two return to their former casino. They indulge in a variety of vices, including heavy drinking, gambling, and smoking. Their boss, Carface (Vic Tayback), had framed the two. Now he holds a seven-year-old orphan girl hostage.

Immediately, he lures Charlie into a murder trap, running him over with a car and drowning him. Charlie arrives in Heaven, not for good behavior, but because dogs are said to be inherently “good.” Charlie and Carface seem to be exceptions to that rule, but this is apparently hand-waved. While dancing with an angelic whippet, Charlie grabs his life watch, winds it back up, and is sent back to Earth. The whippet calls to him, though, with an ominous warning, “You can never come back, Charlie.”

Anne-Marie can talk to animals, even rats, and Carface has been using her special talent to predict which rat will win the races. Now resurrected, Charlie sees a chance at major bucks and revenge through Anne-Marie. So, he “rescues” her and uses her talents to win some cash. Meanwhile, Anne-Marie is yearning for the mom and dad she never had.

This kind of dark, mature storyline was nothing new for Bluth. He approaches children’s films unafraid to deal with heavy subject matter and intense imagery. His first entry into his canon was Secret of NIMH, which featured animal experimentation. An American Tail tackled themes of isolation, prejudice, and immigration, with its mice serving as Jewish immigrants to the unwelcoming United States. Even The Land Before Time was nightmarish. The dinosaur children faced danger at every turn, risking death and potentially becoming orphans themselves. Spielberg convinced Bluth to cut portions of the film. He wanted to ensure children didn’t go home emotionally scarred.

Charlie and Itchy have charm (thanks to the performances of Reynolds and DeLuise), but, as noted earlier, they aren’t much better than Carface for most of the film. You’re not actively rooting against them. At times, however, it is hard to get behind protagonists who are willing to use an innocent orphan girl to score themselves some extra cash. Charlie’s transformation seems to turn on a dime, but it is triggered by Anne-Marie. She is the one who brings heart to the movie. She eventually wins over Charlie and Itchy to the good life. And so, you’re actively rooting for her while hoping that she’ll rub some of her goodness onto our two best buds.

Itchy (Dom DeLuise) smiles at Charlie realizing that he's alive
Dom DeLuise voices Itchy in All Dogs Go to Heaven. Picture courtesy of Amazon MGM Studios.

Bluth cast Judith Barsi as Anne-Marie. The young girl was brilliant as an actress. Bluth said she “was astonishing. She understood verbal direction, even for the most sophisticated situations.” He had previously had her play Ducky in The Land Before Time, in which she voiced an upbeat Saurolophus. She does equally well as Anne-Marie, winning our sympathy with her innocence and loving nature. She deserves the happy ending she receives, adopted by Kate and Harold along with Itchy.

Sadly, unlike Anne-Marie, Judith’s story did not continue on with joy. Her father, jealous of the success that his daughter had achieved through her acting career, heavily abused both Judith and her mother. Judith was originally meant to perform “Soon You’ll Come.” Heartbreakingly, she broke down in tears while singing due to her abuse at home. Bluth, deciding not to push her, hired another young girl, Lana Beeson, instead. Judith’s father eventually killed both his wife and Judith in a double murder-suicide in 1988. Both The Land Before Time and All Dogs Go to Heaven were released posthumously. The song “Love Will Survive” is featured in the end credits of the latter as a tribute to Judith.

Anne Marie (Judith Barsi) talks to a rat in a cage.
Judith Barsi voices Anne-Marie in All Dogs Go to Heaven.

Editors note: The following paragraph has been revised from the original publication to acknowledge the source of the content.

A viral video even reported that Burt Reynolds struggled so much during his recording of Charlie’s final goodbye to Anne-Marie that the moment took 63 takes, given that the late actor had developed a close relationship with Judith over the production of the film. Soon, other videos and articles followed suit. However, Snopes.com could not verify the claim via any other source.

Speaking of dark subject matter, there is a moment in the film which is nightmarish for children, indeed. Charlie has just been chastised by Anne-Marie for stealing the couple’s wallet. Guilt overwhelms him. In his dreams, he envisions himself in Hell, chased by minions and dodging fireballs and lava. Like The Land Before Time’s cut content, this “Hell Hound” scene was altered to avoid scaring children and to gain a G rating. In the original cut, the “Hell Hound” was actually supposed to speak to Charlie. Bluth and his co-director, Gary Goldman, fought for its inclusion. However, Goldcrest films had the final say. A video recording of the cut content can be found here.

Thankfully, the movie has enough color and fun musical numbers to keep most of the sadness at bay. Charlie’s introduction song, “You Can’t Keep a Good Dog Down” is an earworm. Reynolds and DeLuise bust it out while their characters parade around the casino, announcing their return. The song characterizes Charlie as a rascal of a dog, who “tried a life of virtue but prefers a life of sin.” Decades have passed since I’ve last seen the film (except for this retrospective, mind you). I still have the tune and chorus memorized.

“Let Me Be Surprised” is Charlie’s “Heaven” song. This piece is one of the weaker ones; the rhythm is harder to follow, so it’s not as memorable. The first half is sung by Annabelle, a whippet; the second half, by Charlie. The colors and objects in this scene are heavenly in their nature: pink and yellow clouds, blue sky, and purple magical floating carpets. They lend a dreaminess to the overall mood. If one pauses the video while Annabelle is flipping through Charlie’s record book, they’ll see some of Charlie’s sins: vanity, blackmail, and a lust for money. It’s little surprise that he was also a loan shark.

“What’s Mine is Yours” plays as Charlie’s cute little song to dog pups that doesn’t overstay it’s welcome. The aforementioned “Soon You’ll Come Home” is tragically beautiful but is accompanied by Anne-Marie’s dreams of having a family one day. “Hallelujah” serves as a foot stomping gospel piece. Perhaps the one that is weirdest though, is “Let’s Make Music Together.”

This song comes in at the strangest moment of the entire film. Charlie and Anne-Marie have just escaped an attack on them by Killer and Carface, and are hiding in an abandoned building. Suddenly, the floor gives out from under them, and they fall down into the sewers of New Orleans. Minions put them in cages and offer them up to King Gator, a queer coded cross-dressing alligator.

King Gator (Ken Page) and Charlie (Burt Reynolds) bounce on an oyster.
King Gator and Charlie voiced by Ken Page and Burt Reynolds in All Dogs Go to Heaven.

The gator is voiced by the late Ken Page, a Broadway actor who would later come out as gay in 2012. Page also played the villain of The Nightmare Before Christmas, Oogie Boogie. He had a fantastic singing voice, and it is showcased brilliantly in this sequence.

The entire scene seems to come out of nowhere and is overtly strange. No character ever speaks of it again. YouTuber Doug Walker, A.K.A. The Nostalgia Critic, dubs this kind of scene a “Big Lipped Alligator Moment.” It has become a running joke in his videos. However, King Gator does show up later to inadvertently rescue Charlie and eat Carface during the climax of the film. Also, Anne-Marie gets pneumonia during this scene.

At the end of Gator’s performance, Anne-Marie and Charlie ride Gator off into the tunnels, only to show up in a completely different location the next scene. These kinds of transitions are scattered throughout the film. Critics like Leonard Maltin found them particularly confusing.

It takes a certain kind of director to have faith in children and their ability to handle and understand mature subject matter. Bluth is definitely that kind of director. Although kids might not grasp the underlying themes of this film, giving them material that challenges them at a young age is important. Bluth is an admired director because of his willingness to do this.

All Dogs Go to Heaven has become a classic for this reason. Like Bluth’s other films, including the deeply weird Anastasia, it’s a mixture of warmth, emotional storytelling, and dark undertones. It might not have the most solid narrative structure, but it manages to connect with viewers through its earnestness, and that’s why it endures.

Written by Aaron Ploof

Aaron has been an avid fan of films since his youth. His favorite filmaker is David Lynch and he enjoys discussing his various works, especially Twin Peaks. His other admired directors are Bluth, Aronofsky, and P.T. Anderson. While he's not watching films and writing, he spends the hours playing both board and video games, as well as reading literature and acting in plays. He holds an English and Theatre Bachelor Degree from Anderson University and resides in Noblesville, Indiana.

3 Comments

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  1. “it’s been reported that Burt Reynolds struggled so much during his recording of Charlie’s final goodbye to Anne-Marie that the moment took 63 takes. Reynolds had developed a close relationship with Judith over the production of the film. Her death left him shattered.”

    This is nothing but an internet rumor thats never been reported by anyone credible. The origin of it is unknown but it grew in popularity in 2024 on Tiktok and other socials. You should probably edit your article to not present this as something true cause its not and makes you look bad.

    • Thanks for reading Film Obsessive. While the original article did indeed state only that Reynolds’ difficulty with the recording “has been reported,” we have revised the original paragraph to better reflect the origin of the rumor and that it has never been verified. We appreciate your taking the time to point that out.

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