Hilarious Proof That Ben Falcone Has the Perfect Voice for Moviefone (VIDEO)

If you were casting “Oliver & Company,” Disney’s version of Charles Dickens’ “Oliver Twist” that moves the action to Manhattan and transforms the characters into cats and dogs, who would you choose to play the Artful Dodger, the scamp who introduces Oliver to the world of petty crime? Disney initially wanted Steve Martin or Burt Reynolds, but the studio ultimately went with “New York State of Mind” rocker Billy Joel. Joel’s not a trained actor – indeed, Dodger remains his only acting role to date – but he certainly can sing, and he got to perform the tune “Why Should I Worry?” on the soundtrack, twice.

Before “Beast,” Benson was known as a wispy-voiced teen actor known for harmless, nice-guy roles in movies. He was one of the last people you’d expect to play a scary, growly Beast, a bitter prince transformed into a hideous, spiteful monster. Yet he found within him the Beast’s bellowing rasp and passed the audition. Even so, if you didn’t know it, you’d never guess watching the film that the voice of the Beast is coming from the guy from “Ice Castles.”

Talk about gays in the military! “Torch Song Trilogy” writer/star Fierstein must have had a few chuckles when he landed the role of Yao, one of Mulan’s soldier friends, when “Mulan” was made, at the height of the Don’t Ask/Don’t Tell era. Adults who saw the film at the time must have laughed as well if they recognized his voice – and how could you not, given how unique his honking rasp is? In fact, Fierstein also sang one song in the film and reprised the voice role in a straight-to-video sequel and three video games.

You might not recognize Garofalo as the voice of Colette, the motorcycle-riding sous-chef in “Ratatouille.” Maybe it’s the French accent, or maybe it’s that you wouldn’t expect to hear the sardonic, politically outspoken stand-up comic playing the love interest in a kids’ movie. Then again, if you want an actress who projects tough cynicism while revealing a vulnerable romantic core, you could do worse than the star of “Reality Bites,” “The Truth About Cats and Dogs” and “Romy and Michele’s High School Reunion.”

Shrieking comic Goldthwait is known for fairly dark, adult material, whether in his stand-up routines or in the movies he writes and directs, like “Shakes the Clown” “World’s Greatest Director,” and “God Bless America.” But in 1997, he began a second career in children’s animation with his role in “Hercules” as Pain, henchman of Hades (James Woods). He went on to reprise the role on the “Hercules” TV series and to voice characters on “Capitol Critters” and the Disney shows “Buzz Lightyear of Star Command” and “Lilo & Stitch: The Series.”

What was Gottfried, the Jewish comic with the supremely grating rasp, known for his especially filthy rendition of the “Aristocrats” joke, doing in Disney’s kiddie Arabian Nights fantasy? At the time of the film’s release, he joked that there was nothing amiss about his casting as the villain’s parrot sidekick, and that, in fact, he’d originally been asked to play Princess Jasmine.

Before he made a career as a character actor, playing various oddballs in movies his brother Ron directed, Clint Howard was a busy child actor. But he was still playing oddballs. As a seven-year-old, he appeared on “Star Trek” as a menacing alien who turns out to be a genial host. On Rod Serling’s “Night Gallery,” he played a boy who could see the future. By those standards, his role in “The Jungle Book” as Hathi Jr., the young elephant who idealizes his father, Col. Hathi, is pretty tame. Howard would go on to voice Roo, the son of kangaroo Kanga, in several of Disney’s “Winnie the Pooh” shorts, some of which were compiled in the 1977 feature “The Many Adventures of Winnie the Pooh.”

Leary has become familiar to kids as the voice of Diego, the saber-toothed tiger in 20th Century Fox’s “Ice Age” animated features, but back in 1998, he was still best known as the foul-mouthed, fast-talking, cigarette-puffing stand-up comic behind the epic rant “No Cure for Cancer.” So it was a pretty funny gag to cast the macho, blue comic as a ladybug from a flea circus in “A Bug’s Life.” (Indeed, his character Francis spends a fair amount of time telling off strangers who think he’s effeminate just because he’s a ladybug.) Since then, he still does mostly adult fare (most notably, the 2004-11 FX drama “Rescue Me”), but he’s also played himself in a voice role on “The Simpsons” and, in the role of police captain George Stacy, worked with another acrobatic bug in last year’s “The Amazing Spider-Man.”

Many people know that sultry-voiced jazz chanteuse Peggy Lee played the role of Peg, the dog who sings “He’s a Tramp” in Lee’s signature swingin’ style. But you may not know that Lee also played the voice of Darling (Lady’s human mistress) and of the two Siamese cats. So she also sang Darling’s lullaby “La La Lu,” “The Siamese Cat Song,” and Lady’s “What Is a Baby?” In fact, Lee and Sonny Burke composed all six of the movie’s original songs, including “Bella Notte” and “Peace on Earth.” Lee never felt she got the credit she deserved for her versatile contributions to the film, and when the film was first released on home video in the late 1980s, she sued Disney for unpaid royalties. Disney settled with her in 1991 for $ 2.3 million.

Alt-rock queen Jenny Lewis, the longtime Rilo Kiley frontwoman, got her start as a child actress, appearing in such movies as “Troop Beverly Hills.” But she’d abandoned acting in the late 1990s as her music career took off. After a decade’s absence from the screen, she returned one last time for a minor role in “Bolt” as the assistant director of a TV show that stars the heroic dog of the title. Lewis also composed and performed on the soundtrack the cheery country-pop tune “Barking at the Moon.” It proved a radical change from the dark, bluesy material on her solo release “Acid Tongue,” which came out around the same time as the 2008 cartoon. “My new record has a sort of a dark undertone,” she told the Los Angeles Times upon the film’s release, “so I was excited to write something from the perspective of a dog.”

James Lipton has been a jack-of-all-trades for decades – Broadway playwright, TV scriptwriter, author, choreographer, acting teacher, and of course, interviewer and host on Bravo’s “Inside the Actors Studio” since 1994. But he hasn’t done much as a working actor since his work on various TV soap operas in the 1950s. That began to change with a recurring guest spot on TV’s “Arrested Development” in 2004. In 2005’s “Bewitched,” he made his first film appearance in half a century, playing himself. His first film acting role after that was in “Bolt,” playing the director of the TV show that stars the title dog (voiced by John Travolta). Even playing a role in a kiddie film, he was still giving acting tips.

Richard “Cheech” Marin is recognized today as versatile dramatic and comic actor in a wide variety of TV and movies. But in 1988, he was still best known as half of Cheech and Chong, the beloved stoner comedy duo. So it might have seemed a risky move to cast him as a fierce Chihuahua named Tito in “Oliver & Company.”) Instead, the film marked the beginning of Marin’s long association with Disney, which includes four animated features to date. He was also one of the evil hyenas in “The Lion King,” and he’s played Ramone, a Chevy Impala low-rider, in both “Cars” films and their associated video games.

Roger Miller seemed an odd choice for the voice cast of Disney’s “Robin Hood” (in which all the Sherwood Forest characters appear as animals). After all, the singer of “King of the Road” and “Dang Me” was unmistakably an American country singer; what was he doing playing a British balladeer, Alan-a-Dale? (He wasn’t the only one; actors Pat Buttram, Ken Curtis, and George Lindsey, all known for their roles as yokels in American movies and TV shows, had prominent “Robin Hood” roles as well.) Nonetheless, Miller’s rooster narrator was a hit. So was “Whistle-Stop” (one of three tunes Miller composed and sang for the film), a song resurrected decades later as part of the “Hampster Dance” Internet fad.

Oldtimers among us recognize the name Don Novello as the comic performer behind Father Guido Sarducci, the priest and Vatican City journalist who was a frequent recurring correspondent on “Weekend Update” during the early years of “Saturday Night Live.” That character may have been “Not Ready for Prime-Time,” but Novello did take on a kid-friendly role in 2001’s “Atlantis” as Vinny Santorini, a demolitions expert In an interview on the DVD, animator Russ Edmonds said that Novello, true to his improv background, made up most of his lines on the spot. “[Novello] would look at the sheet, and he would read the line that was written once, and he would never read it again,” Edmonds said. “And we never used a written line, it was improvs, the whole movie.”

Oswalt’s stand-up comedy is often hilariously profane, involving rants about sex, politics, and religion. You might not think of him as the hero of a family-friendly cartoon. Yet his high-pitched voice suited Remy, the rat-turned-chef of “Ratatouille,” who spends a lot of time whining to his father about having higher aspirations than eating garbage. After he starred in the Pixar feature, Oswalt went on to lend his voice to other kiddie fare, including the PBS Kids GO! series “Word Girl” and “SpongeBob SquarePants.”

The bawdy bandleader behind such hits as “Just a Gigolo” and “The Lady in Red” had spent a lifetime in nightclubs before his exuberant personality landed him the role of King Louie, the orangutan who longs to steal the secret of fire from Mowgli and gain human-like mastery over the jungle. His song from the film, “I Wanna Be Like You,” became a latter-day hit for the swing singer. Along with Phil Harris, who played Baloo the bear, Prima recorded two “Jungle Book”-themed albums and a third Disney disc, “Happy Birthday Winnie the Pooh.”

Ann Richards, who famously delivered the keynote speech at the 1988 Democratic Convention, and who served as Governor of Texas from 1991 to ’95, wasn’t an actress, but she had a colorful way with words. So it’s no wonder that Disney looked beyond the Screen Actors Guild roster to cast her as a saloon owner in its Western parody “Home on the Range.” (Then again, this was a film that cast Roseanne Barr and Judi Dench as cows, so its cast was already pretty out-there.) The role of Annie was actually Richards’ second voice-acting job. In 2000, she had played a mountain woman in the “Rip Van Winkle” episode of TV’s “Happily Ever After: Fairy Tales for Every Child.”

Rickles is famous for his insult-comic routines, spitting bile at fellow celebrities or audience members from a stage in Las Vegas. But most kids know him as the voice of Mr. Potato Head from Pixar’s three “Toy Story” movies. Pixar chief John Lasseter has said in interviews that Rickles was cast, partly because of his physical resemblance to the toy tuber, and partly because of his prickly persona. “As a toy, [Mr. Potato Head’s] facial features would always fall off. And I thought: ‘You know, if my facial features fell off every day all the time, I would have kind of a big chip on my shoulder,'” Lasseter said. “So out of that, we came up with a personality. That [Mr. Potato Head]would be the guy who always questioned authority. This guy is always the one who gives Woody a hard time. Always. And with that, we had Don Rickles do the voice and he’s been fantastic.” For his part, the 87-year-old has said that Mr. Potato Head earned him a whole new generation of fans, and that his grandchildren are more impressed by his “Toy Story” work than anything else he’s ever done.

Sanders was known for playing acerbic, urbane, menacing characters in such movies as “Rebecca” and “All About Eve,” movies that were definitely not for kids. He brought that same voice of debonair malice to his role as Shere Khan, the carnivorous tiger who is king of the Indian jungle in “The Jungle Book.” Most of the movie sees friendlier animals trying to keep the boy Mowgli out of his clutches, but when Shere Khan does appear, Sanders underplays the threat, in his usual fashion, He sounds like he wants to eat Mowgli, then finish off the meal with a fine cognac.

Most kids don’t stay up late enough to know who Paul Shaffer is. For grown-ups, he’s better known as David Letterman’s longtime bandleader (and perhaps as the co-composer of “It’s Raining Men”) than as an actor. Still, he enjoyed a pretty good side gig through his “Hercules” role as Hermes, wing-ankled messenger of the gods. He also got to play Hermes in the video game and nine episodes of the Disney TV series.

Silverman is known for a comic persona that involves broaching taboo topics in an ironic, sweet-little-girl voice. But she put that voice to earnest use as videogame princess Vanellope von Schweetz, from the game “Sugar Rush,” in last year’s Disney smash “Wreck-It Ralph.” She turns out to be the perfect performer to play a tiny, bratty, outcast speed demon in a make-believe world made of candy.

How did Sarah Vowell go from author/historian/radio commentator to cartoon teenage superheroine? A regular on NPR’s “This American Life,” her episode “Guns,” in which she and her father fired a homemade cannon, inspired the makers of “The Incredibles” to cast her as Violet (as in “Shrinking…”), the soft-spoken, invisibility-prone member of the superheroic family. Since then, she’s also acted in small roles on the TV show “Bored to Death” and the film “Please Give,” and she’s served as an occasional correspondent on Comedy Central’s “The Daily Show With Jon Stewart.”