Their movements are more like elephants instead of bears. If you are going with bears, I'd suggest making them stand when they attack. Chemera/unicorn/wings + beam magic is way too generic. How about rainbow care bear instead?
Why don't you apply the alpha change (when the bears are killed) to the whole movieclip? It's not that hard to code it into the death animation.... It would stop that ugly overlap of parts thing. Unless that's a design choice, in which case it looks great.... :S
(Also, I'm not sure if it will affect the game much, but the brown bear will start his animation and jump forward from where ever it happens to be. So you can make him jump off screen if you make him attack before he jumps back again)
It has always puzzled me: they own deadly weapons, a tank, missiles, an orbital satellite cannon, incredibly powerful magic, including the power to create a huge cross-shaped explosion and to create a storm of gigantic blades, and other stuff, yet they can't break down those trees and rocks. They have to fight the foes. Wait, Anna probably would protest to breaking down trees. But still.
"OBLIVION, SUCK THOSE FOES INTO THE VOID!!" "Oh noes, we can't go past a sign that says 'no entry'. We must go the REALLY long way infested with monsters to end up on the other side. We're heroes that are going to save the world - we must set up an example and NOT break any rule written on a sign" >.<