Alyssa Milano, Hank Baskett, Kendra Wilkinson Baskett, Hilary Duff

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On Monday night, some of Hollywood's hottest stars gathered at L.A.'s El Capitan Theatre for the world premiere of Planes, the latest Disney animated flick starring Dane Cook, Teri Hatcher, Cedric the Entertainer and more.  

The spin-off of Pixar's Cars franchise is a story about Dusty Crophopper, a small-town plane who dreams of being a competitive high-flying racer. But there are two problems: Dusty is not built for racing and he's afraid of heights. Oh, the irony.

The studio teamed up with Target to produce more than just a regular red carpet movie premiere. They really outdid themselves with a full-frontal carnival, complete with entertainment, games and delicious goodies.

Stars including Hilary Duff, Alyssa Milano, Kendra Wilkinson Baskett, and Ashlee Simpson all took the event as opportunity for a night of family fun with their kids.

Some kids came strictly for the pre-premiere fun.

"It was hard to resist the carnival fun that's about to happen. [Luca] is going to go out of his mind," Duff said of her 16-month-old son, adding, "Airplanes are his favorite thing in the world. He's going to be super pumped to play with all the toys and all the entertainment that's inside."

However, Mrs. Mike Comrie was sure that her baby boy would not be able to make it to the movie.

"He's not going to stay up for the movie, I'm sure we're going to watch it at home," she explained. "He doesn't sit still for long."

Find out what other stars showed up with their kids for a fun-filled night!

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