"We started by looking at the classic stories - Snow White, Cinderella, The Little Mermaid, Peter Pan," Leibovitz says in an e-mail interview. "We put 10 or 12 of the obvious ones into development. The people we got to play the central roles in the first series of photographs felt the way I did about Disney. They all grew up with Disney characters."

Knowles plays Alice from Alice in Wonderland, Johansson is Cinderella and Beckham is Sleeping Beauty's prince.

Beckham, 31, took part in the photoshoot before his impending move to US football team Los Angeles Galaxy was announced.

"I'm the prince, and I'm sort of slaying a dragon, which is something I've never done before, obviously," Beckham says in the Disney press materials. "When I was called about it and asked to do it, I was very honored and really looking forward to it, especially with Annie doing the pictures."

Says Leibovitz: "It seemed perfect for David Beckham, who is a very masculine hero. Saving Sleeping Beauty came natural to him. He's a determined actor, and he became the Prince when he got on that white horse. He was serious about it. My daughter Sarah wanted to know where the dragon was, and I told her that I had left it out of the frame on purpose. I left figures like that up to the viewer's imagination."

Knowles, 25, is seen sitting in a whirling teacup accompanied by singer Lyle Lovett as the March Hare and actor Oliver Platt as the Mad Hatter.

"It was Annie's idea for me to play Alice," Knowles says. "If she wanted me to do it, I was up for it, because she's such a genius."

Johansson, 22, is photographed as Cinderella after the fairy godmother treatment, wearing a designer ball gown and a diamond tiara reports BBC.

"Scarlett Johansson couldn't wait to put on that tiara," Leibovitz says. The Harry Winston creation is valued at $325,000. The glass slipper was made for the shoot by Steuben. Says Johansson, 22, via e-mail, "It wasn't hard to coax my foot into the iconic glass slipper; it's every little girl's dream, mine included."