Retro fan service meets modern comedy sensibilities in the best possible way in Chip n’ Dale: Rescue Rangers, a new film released Friday on Disney+.

The film, directed by Lonely Island‘s Akiva Schaeffer and written by Dan Gregor and Doug Mand, captures the spirit of Who Framed Roger Rabbit? and even manages to one-up the classic pastiche of cartoon characters and live action. The film is a mixed-media mash-up, imagining a world where humans, 2-D and 3-D animation characters in various styles, Muppet-type puppets and more interact on a daily basis.

After a little bit of backstory that shows how the two rodents met, became actors and eventually parted ways after their series was cancelled, we meet present-day Chip (John Mulaney), who lives the civilian life, working as an insurance salesman and Dale (Andy Samberg), who after getting “3-D surgery” spends most of his time selling autographs on the fan convention circuit.

The two are contacted by their old co-star Monterey Jack (Eric Bana), who owes money to the criminal Valley Gang due to his stinky cheese addiction. Monty warns the pair of a trafficking operation where toons are kidnapped by a mysterious gang that alters the toons’ appearances and ships them overseas to star in cheesy bootlegs of their works for the rest of their lives.

Later, the two are informed that Monty has been kidnapped. Chip and Dale look to the police for help, but Gumby-like Captain Putty (J.K. Simmons) won’t commit police resources to the case. His partner, Detective Ellie Steckler (KiKi Layne) reveals herself to be a big Rescue Rangers fan, and with the police’s hands tied, she suggests Chip and Dale investigate on their own.

Chip and Dale’s search for Monty leads them to the Uncanny Valley, populated by almost-but-not-quite-human-looking characters like Bob (Seth Rogen), a motion-capture Viking dwarf henchman who guards the hideout of the gang’s leader, Sweet Pete (Will Arnett), who is a seedy, grown-up Peter Pan.

Will Chip and Dale stop the maniacal Pete and rescue their friend? Come on, they’re Rescue Rangers. What do you think is going to happen? The real fun of the movie is seeing who shows up in the background (and foreground) as the movie progresses.

Nearly every IP from the Disney media empire is represented, whether in cameos, background players, or minor characters. There’s Disney characters, of course, but also Avengers, Family Guy, Simpsons’ and even a Star Wars reference. Not only that, but the film’s creators pull characters from branches not on the family tree: Looney Tunes, Harry Potter, Pokemon, South Park, Pee-Wee’s Big Adventure, Beavis and Butthead, and yes, Alvin and the Chipmunks…to list them all would take days, and really, spotting them is most of the fun of watching this movie. The funniest recurring gag in the movie comes from one misbegotten animated movie character – the first draft of him, anyway.

The film spends enough time paying homage to the classic early ’90s Disney series, bringing back old characters and the original voice actors in roles old and new, but also allows Chip and Dale to wittily poke fun at the depressing sameness of reboots without just mindlessly following suit. In one scene, after earlier deriding a cheesy “characters rapping for no reason” scene in Alvin and the Chipmunks, Chip and Dale have to, of course, also basically for no reason. But it’s hilarious.

In addition to the main cast, the movie features great voice work by Rachel Bloom, Flula Borg, Keegan-Michael Key, Tim Robinson, and original Chip ‘n Dale voice actors Tress MacNeille and Corey Burton appearing as both their television characters and ones created for the film.

While there’s nothing explicit in the movie, there is just enough adult humor (a reference to Chippendales dancers, for one) and somewhat scary stuff (cartoon body horror, mostly), that you may want to screeen this movie before showing it to your kids.

Chip n’ Dale: Rescue Rangers is now streaming on Disney+. Plan on watching it several times so you catch every reference.