Pinochio and his friends
Creating Snow White taught Walt and his staff a great deal, and Walt wanted to use those lessons in his second feature cartoon. He had been thinking about "Pinocchio" for some time and commissioned an English translation of the Italian book in 1937. Gustav Tenggren, a Swedish artist who worked for Walt in the late 1930s, prepared some early sketches. While Snow White was endearing, the puppet wasn't a strong-enough character to carry the film. In fact, after six months, Walt halted production, in an effort to work out the problem. The answer: an engaging supporting cast, notably Jiminy Cricket, Pinocchio's conscience and adviser. In early sketches Jiminy looked an awful lot like the kind of cricket you'd sooner sweep out the backdoor than take meaningful advice about life from. So Walt asked animator Ward Kimball to make him less buglike and more human. Brilliantly voiced by Cliff Edwards, Jiminy went on to be a star of Walt's television shows, where he was often used to introduce educational cartoons.
While "Snow White" was notable for provoking a range of emotions, and "Bambi" stood apart for its realistic depiction of animals, "Pinocchio" is distinguished by being one of the most intricately detailed animated films of all time. Thousands of individual sketches were drawn to give animators background on the shape and look of every clock and teapot in Geppetto's cottage, every fish in Monstro's ocean. Walt focused on every aspect of the production, especially the story. As author Richard Hollis writes, "Walt admitted, on numerous occasions, that his most important task around the studio was to steer his storymen and artists towards a single goal. . . . Thumbnail sketches were pinned to the walls, creating a complete storyboard of the sequence to be discussed. Everyone present was encouraged to toss in ideas regarding the action, gags, and overall appearance of the scene in question." 
One particularly instructive series of photographs survived from the era, showing Walt engaged in precisely this effort. Walt's perfectionism was expensive. By opening day in 1940, "Pinocchio" had cost so much that the film lost money in its initial release. Today, "Pinocchio" is regarded as one of the most technically perfect of the Disney films; a true masterwork.
Jiminy Cricket
Jiminy may be small, but he's far from your average cricket. He can turn an umbrella into a parachute and looks great in a top hat and spats, and he carries a mean tune, as well as a nearly inexhaustible supply of home-brewed common sense. It's no wonder he is chosen by the Blue Fairy to be Pinocchio's "official" conscience. Unfortunately for Jiminy, it's only after he blushingly agrees to his appointment as "Lord High Keeper of the Knowledge of Right and Wrong, Counselor in Moments of Temptation, and Guide along the Straight and Narrow Path," that he realizes what a job he's gotten himself into. Like any conscience, Jiminy is occasionally late on the job, and frequently ignored even when he is around. Fortunately, Jiminy is nothing if not persistent, and he eventually succeeds in steering Pinocchio back to the right path.
Despite his pivotal importance to "Pinocchio," Jiminy was not part of the film's original story line. Concluding that "something was missing," the creators of the film took the minor character of a cricket from Collodi's original story as a source of inspiration and expanded him into the character we know as Jiminy Cricket. Before Walt selected Jiminy Cricket as the character's name, the phrase was used as an exclamation denoting surprise or bewilderment. According to the Oxford English Dictionary, the phrase has been around since 1848. In "Snow White and the Seven Dwarfs," made over two years before "Pinocchio," the dwarfs exclaim, "Jiminy Crickets!" when they return to their cottage and find the lights on. 
Jiminy was the first Disney feature character to speak directly to the audience. This precedent set the tone for his going on to become one of Disney's premier emcees, educators, and storytellers, both on television ("Walt Disney Presents," "The Mickey Mouse Club") and in educational media.
The blue fairy
Cleo and Figaro
Geppetto
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