The half-hour cartoon starts with Pooh's friend planning for a potluck dinner. Each guest needs to bring 10 of something, so that everyone has one. Pooh quickly decides to bring 10 honey pots, but realizes he has forgotten how to count. It falls to young Roo to learn as fast as he can, so he can help Pooh. Turning to the wise Owl and Rabbit is the best way to learn, which he does with the help of a song so catchy it buries itself deep in your brain and refuses to leave.

Though she felt it ran a bit long for young children, my mother-in-law thought it was a good way to hammer home the ideas of numbers, number names, and number order. She also felt that the concepts of tactile counts, the auditory aspect of song and the visual use of numbers helped to fulfill the three most important modalities of teaching.

Unfortunately, I found it to be too childish to encourage parents to watch alongside their children and enforce the lessons taught. Someone has to put this disc in the DVD player, so you may as well offer them something to stick around. Even a parents' guide would have been nice.

The DVDs
Disney has packaged the full-screen 30-minute disc in its standard white keepcase, with an explanatory insert that talks about the main cartoon and the extras. Audio options include English and French 5.1 tracks, while English subtitles can be turned on. My mother-in-law felt they would be a big help for first-graders, so they can see the number names. This DVD is a Disney FastPlay disc, which means after inserting the DVD, the feature, followed by the bonus features, plays automatically. Of course, that means automatic previews as well. If you do choose to use the menus, they are animated and anamorphic widescreen.

The Quality
Not that most kids would notice, but this full-screen video looks great, without any evidence of video compression or transfer damage. A very pastel cartoon, it's crisp and clean, without the jagged edges that plague some 'toons. Surprisingly, the audio is in 5.1 Surround, but there was nothing that stood out on the soundtrack. It is very clear, without noise or distortion.

The Extras
A few previews can be accessed from the main menu, in addition to two "real" special features, both with a counting lesson. First is the animated "Disney's 123 Song," which uses a catchy tune and old Winnie the Pooh clips to teach the counting order from one to 11. My mother-in-law says it would be very good for kids 2-5, but I found it kind of boring. Then, I am not 2-5.

The other feature is an interactive game called "Catching Butterflies." The holder of the remote helps Pooh and his friends collect specified amounts of different colored butterflies from three tree branches, and then deposit them into jars and label the jars.. There are 10 rounds, from 1-10, which makes for a lengthy game, but one that should entertain youngsters for a good while. Incorrect answers are positively corrected, so kids won't get disappointed. From the teacher's perspective, in addition to numbers, the game enforces spatial differential (top, middle and bottom branch) as well as colors, so it's an excellent exercise for children.

The Bottom Line
My mother-in-law went out and picked up this disc to show her classes, so it's pretty safe to say that it receives her seal of approval. My own opinion is that kids would probably enjoy it, but wouldn't get a lot out of it in terms of education without the help of a parent. The problem is, it doesn't have anything to keep parents from nodding off while watching. Any parent thinking this disc will earn them 30 minutes of peace are mistaken. This is a supplement to learning, not a 30-minute toy commercial.

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*The Reviewer's Bias section is an attempt to help readers use the review to its best effect. By knowing where the reviewer's biases lie on the film's subject matter, one can read the review with the right mindset.