Forget Marvel’s Doomsday. The Disney team-up I want to see is Pee-wee Herman and Ernest P. Worrell. We almost got just that back in the late ’80s. But Mel Gibson stepped in to replace Ernest, which might be the weirdest collaboration of all time. And it was all thanks to Disney-MGM Studios.
A newly surfaced piece of Pee-wee Herman history reveals that Paul Reubens and Jim Varney were once supposed to team up for one of the most bizarre segments ever conceived for a Disney theme park. The evidence comes from a binder currently being offered as part of Julien’s Auctions’ Paul Reubens’ Big Auction, and it shows that Pee-wee and Ernest were originally paired together for Disney-MGM Studios‘ Backstage Studio Tour.
The storyboards were created for the attraction’s “Audio Story” segment and dated September 27, 1988. In the proposed sequence, Pee-wee Herman and Ernest P. Worrell would parody legendary movie critics Gene Siskel and Roger Ebert while discussing how audio is created and edited during the post-production of a movie.

Let that sink in for a second.
Pee-wee Herman and Ernest P. Worrell, sitting around like Siskel and Ebert, talking about movie sound effects. And then somebody at Disney apparently decided that Mel Gibson should be the guy sitting next to Pee-wee instead.
The attraction ultimately opened with Pee-wee and Gibson hosting the sound-editing segment, according to the auction listing. Contemporary coverage confirms that the unexpected Gibson and Pee-wee pairing was part of the original Disney-MGM Studios experience when the park opened on May 1, 1989. Time magazine even singled out the two stars for their sound-editing demonstration during its coverage of the park’s opening.
What happened to Ernest?
That’s where the story gets frustratingly mysterious.
I couldn’t find a surviving interview, Disney document, newspaper report or other reliable source explaining why Jim Varney’s Ernest was dropped from the segment or why Gibson took his place. The available evidence simply gives us the before and after. Disney Imagineering had Ernest and Pee-wee in the September 1988 storyboards, while the finished attraction featured Pee-wee and Gibson.
So, for now, the reason remains one of those wonderful pieces of Hollywood history that apparently went straight into the Mouse House vault.
The timing makes the abandoned team-up particularly interesting. Jim Varney wasn’t some random comedian Disney had considered and forgotten. Ernest was already a major part of Disney’s plans. Ernest Saves Christmas, released in November 1988, was filmed largely around Orlando and at the then-unfinished Disney-MGM Studios, making it the first major feature production filmed at the facility. Disney had also turned Ernest into a television character with Hey Vern, It’s Ernest! and was continuing to build the character as a major family-comedy property.
Varney was also among the celebrities at the Disney-MGM Studios opening in May 1989. In other words, Ernest was already very much in the Disney family. So why wasn’t he in the Backstage Tour video? I don’t know.
And there is another strange piece to this particular auction lot.
Alongside the Disney-MGM storyboards is a 116-page production script for Ernest Goes to Jail, which was still working under the title Ernest Goes Bad when Charlie Cohen’s script was dated May 12, 1989. The eventual Touchstone movie was the third theatrical Ernest adventure and went into production later that year. AFI confirms that Disney had registered both Ernest Goes Bad and Ernest Goes to Jail as titles, while the production credits identify Cohen as the writer and John Cherry as director.
And yes, the script belonged to Paul Reubens.
That does not, however, mean Pee-wee was supposed to appear in Ernest Goes to Jail. At least, I couldn’t find evidence that he was. Julien’s Auctions describes the script as part of the same Reubens lot as the Disney-MGM storyboards, but it doesn’t explain why Reubens had the screenplay or whether he was ever considered for a role.
It is entirely possible that Reubens received the script because of his professional relationship with Disney, because the studio was considering other projects involving him, or simply because it crossed his desk. We just don’t have enough evidence to turn any of those possibilities into fact.
What we do know is that Reubens already had a significant relationship with Disney. He had provided the voice of Captain Rex, the delightfully incompetent pilot droid in Star Tours, and the attraction would eventually open at Disney-MGM Studios in December 1989.
There are even contemporary reports showing that Disney was interested in doing more with Pee-wee. A 1991 discussion archived from the early online Disney community reported that Disney had been negotiating with Reubens about bringing the character into the studio park, including the possibility of a Pee-wee-themed attraction. That same discussion specifically referenced Varney and Ernest as part of Disney’s existing relationship with the character. It’s fascinating evidence, although it should be treated as archival reporting rather than an official Disney announcement.
Of course, by 1991 the Pee-wee and Gibson video had its own strange chapter. Following Reubens’ arrest that year, Disney temporarily removed the segment from the Backstage Tour after receiving guest complaints. Disney representatives reportedly said at the time that they intended to restore it rather than immediately replace it. Later visitor reports confirm that the Gibson and Pee-wee segment returned to the tour.
But none of that answers the original question: Why did Ernest get bumped?
Maybe Jim Varney wasn’t available. Maybe the concept changed. Maybe Disney wanted a bigger Hollywood star opposite Pee-wee. Maybe Gibson was simply considered a better fit for the material. There are plenty of possible explanations, but without documentation, they’re just guesses.
What we can say is that somewhere inside the history of Disney-MGM Studios is a version of the Backstage Tour where Pee-wee Herman and Ernest P. Worrell sat across from each other pretending to be Siskel and Ebert.
We never got to see it.
And that’s a shame, because the late 1980s were apparently the last time Hollywood was completely comfortable asking, “What if we put Pee-wee Herman and Ernest together?” and actually getting as far as drawing storyboards.
Today, there is at least one horrifying technological loophole. Paul Reubens died in 2023. Jim Varney died in 2000. Neither actor can make that movie now, but AI could theoretically recreate their voices, faces and characters for a new Pee-wee meets Ernest adventure. Please don’t tell Disney. Or all the AI haters. I don’t want to walk away from this article with tomato on my face. I didn’t mean to bring it up.
Actually, wait. I do want to see it. Just give me 90 minutes of Pee-wee and Ernest getting lost inside a malfunctioning Disney-MGM Studios backlot while Siskel and Ebert’s ghosts complain about the sound mix.
Know what I mean, Vern?