A/N: You may have read this in "Riley's Mission", but I remixed it a little. I do not own Oliver & Company, that belongs to Disney and the Othersiders belong to CN.

Now it's always once upon a time

In California

It's a big old, bad old, tough old state, it's true

But beginnings are contagious there

They're always setting stages there

They're always turning pages there for you

Ain't it great the way it all begins

In California

Right away you're making time and making friends

No one cares where they were yesterday

If they pick it out, they're on their way

To a once upon a time that never ended!

So, Riley, don't be shy

Get out there, let go and try

Believing that you're the guy

Fans are dying to see

'Cause a dream's no crime

Not once upon a time

Once upon a time in California

If it's always once upon a time

In California

Why does nightfall find them feeling so alone?

How could anyone stay starry eyed

When they're in danger with the other side

And the ghosts are saying, "Now they're on their own"?

(Saxophone solo)

So, KC, don't be scared

Though yesterday no one cared

They're getting your place prepared

Where you wanna be

Keep your dream alive

Dreaming is still how the brave survive

Once upon a time in California

(Another saxophone solo)

Keep your dreams alive

Dreaming is still how the brave survive

Once upon a time in California

Keep your dreams alive

Dreaming is still how the brave survive

Once upon a time in California

And it's always once upon a time

In California