Fantasia takes place in the dream world of Mickey Mouse as the Sorcerer's Apprentice.

Mickey must find the missing musical notes scattered about in four imaginary worlds. The Water World, Earth World, Air World and Fire World are filled with magical creatures such as marching brooms, skipping mushrooms, jumping cactus, flying horses, dancing hippos and many more.

The music in the worlds is straight from the movie, including pieces by Bach, Mussorgsky, Beethoven, Tchaikovsky, Stravinsky, Dukas and Ponchielli.

Mickey must collect special items to keep up his strength and earn bonus points. Spell books, stars, crystal balls, potions and dinosaur eggs help him along the way. Enemies are dispatched by bouncing on them or casting small or large spells. If Mickey finds a wooden door he is led to a bonus area where he can collect many magical items.

At the end of each level, Mickey takes the notes he's found back to the orchestra's conductor who will send him back into the world to keep searching if he hasn't found enough of them or gained enough points.