Toy Story 3 2010 full script

Toy Story 3

Directed by: Lee Unkrich
Produced by: Darla K. Anderson
Screenplay by: Michael Arndt
Story by: John Lasseter, Andrew Stanton, Lee Unkrich
Starring: Tom Hanks, Tim Allen, Joan Cusack, Ned Beatty, Don Rickles, Michael Keaton, Wallace Shawn, John Ratzenberger, Estelle Harris, John Morris, Jodi Benson, Blake Clark
Music by: Randy Newman
Cinematography: Jeremy Lasky, Kim White
Edited by: Ken Schretzmann
Production companies: Walt Disney Pictures, Pixar Animation Studios
Distributed by: Walt Disney Studios Motion Pictures
Release dates: June 12, 2010 (Taormina Film Fest), June 18, 2010 (North America)
Running time: 103 minutes
Country: United States
Language: English
Budget: $200 million
Box office: $1.063 billion
MPAA Rating: G: "General Audiences-All Ages Admitted."
Rotten Tomatoes: Critic Score: 99% Certified Fresh. Average Rating: 8.9/10. Reviews Counted: 279. Fresh: 275. Rotten: 4. Critics Consensus: Deftly blending comedy, adventure, and honest emotion, Toy Story 3 is a rare second sequel that really works.

(On a night sky background, we see a star, a la Pinocchio. Then, some clouds appear, a la Mary Poppins, and a pirate ship, a la Peter Pan. We then see the castle, a la Cinderella, done in CGI, while different fireworks are appearing. A circular line is drawn over the castle (in the same vein as the previous logo), then the castle enters many dots from the bottom of the screen to reveal "WALT DiSNEY", in the post-1979 Disney script logo font, albeit slightly revised. "PICTURES" fades in, while the circular line is nearly staying visible on the logo)
(We see the text: PIXAR. Then a lamp, named Luxo Jr., hops by. He stops once he notices the "I". He shakes his body and bounces on the "I" until it squishes it. Luxo Jr. looks around as the text "ANIMATION STUDIOS" fades in. He then faces the camera. The light slowly dims until it's completely dark)
(Blue sky, fluffy clouds. The TOY STORY logo. A branding iron sears a "3" into it. IMAGE bursts into FLAMES...)
(EXT. OLD WEST - DAY. A train races across the desert. MOVE IN on an ARMORED CAR. Suddenly, the roof blows open)
(EXT. TRAIN - DAY. Money bags fly out. ONE-EYED BART (Mr. Potato Head) follows)
Mr. Potato Head: (LAUGHING) Money, money, money.
(Bart stashes the loot. Suddenly, a lasso yanks his arm off)
Mr. Potato Head: Hey!
(The lasso lifts him off his feet. He falls, dazed. A figure approaches -- WOODY. He pins Bart with his boot)
Woody: You got a date with justice, One-Eyed Bart.
Mr. Potato Head: Too bad, Sheriff. I'm a married man.
(A WAR CRY. Woody looks up)
MRS. POTATO HEAD: Ai! Ai-ai-ai-ai-ai-yah!
(A Ninja warrior, ONE-EYED BETTY (Mrs. Potato Head), flips down the train roof, wielding a sword and nun-chucks)
Woody: One-Eyed Betty!
(Woody handsprings away. He gets to the end of the Caboose. Betty hits him with her purse. He teeters, then falls)
Woody: (YELLING)
(Bart and Betty laugh, peek over the edge... GALLOPING HOOVES. TILT UP to find Woody, riding BULLSEYE, JESSIE at the reins)
Jessie: I think you dropped something, mister.
Mr. Potato Head: Jessie?
Woody: Give it up, Bart! You've reached the end of the line!
(Bart pulls out a remote detonator)
Mr. Potato Head: I always wanted to go out with a bang!
(Ahead, a huge trestle bridge spans a canyon. ZOOM to REVEAL -- The middle of the bridge is loaded with dynamite. Bart laughs, hits the detonator. The bridge explodes. Woody, Jessie, and Bullseye gasp)
Jessie: Oh, no!
Woody: The orphans!
(WHIP PAN -- A train car of TROLLS lean out the windows. One-Eyed Bart cackles)
Mr. Potato Head: Hate to leave early, but our ride is here.
(HONK-HONK! A pink Corvette, driven by the three ALIENS, pulls up alongside the train)
Aliens: Ooh!
Mr. Potato Head: It's me or the kiddies, Sheriff. Take your pick.
(The Potato Heads leap off the train into the Corvette. They speed off. Woody looks at the out-of-control train)
Woody: Ride like the wind, Bullseye!
(Bullseye runs up next to the speeding locomotive)
Woody: Hold him steady!
(Woody stands, then leaps from Bullseye into the locomotive)
Jessie: Woody, hurry!
(Woody turns a gear, pulls the brake. Train wheels lock. Sparks fly. Woody looks ahead. POV -- The train skids toward the severed rails. Bullseye and Jessie skid to a stop at the canyon edge. Too late. Woody and the train plummet over the edge. Bullseye and Jessie are horrified)
Jessie: No!
(From deep in the canyon, a FLASH and RUMBLE. Then, the entire train rises into the sky. Holding it from below is BUZZ LIGHTYEAR)
Buzz: Glad I could catch the train!
(Woody leans out the front)
Woody: Now let's catch some criminals.
Buzz: To infinity and beyond!
(EXT. DESERT PLAINS. A large, hand-painted sign reads: Border Crossing One Mile Outlaws Welcome. WHIP PAN -- The Corvette speeds past. The Outlaws laugh gleefully. Bart kisses his loot. The Aliens see something in the sky, point...)
ALIENS: Ooh!
(Buzz flies out of the sun, firing his laser. The Corvette is sliced in half. The halves fall away. The Outlaws tumble into a heap. Woody and Jessie step up. Buzz lands nearby, laser poised)
Woody: Reach for the sky.
Mr. Potato Head: You can't touch me, Sheriff! I brought my attack dog with a built-in force field.
(Bart WHISTLES. From above, SLINKY springs down the canyon walls, coils crackling with energy. He circles the gang, bites his tail. An ENERGY BUBBLE forms around them)
Woody: Well, I brought my dinosaur who eats force-field dogs.
Jessie: Yodel-ay-hee-hoo!
(The Earth trembles. Cracks form. The ground bursts open. A giant REX emerges, BELLOWING. He leans toward Bart, lets out a fearsome ROAR. A shadow. Rex stops. An intense HUM. Everyone looks up. An enormous, pig-shaped spaceship hovers above them)
Buzz: Evil Dr. Pork Chop!
(We FLY UP to...)
(INT. SPACESHIP - DAY. DR. PORKCHOP (Hamm) sits on the bridge, sporting a bowler)
Hamm: That's Mr. Evil Dr. Pork Chop to you.
(Bart, Betty, Slinky, and the Aliens are suddenly beamed up. Hamm flips open a switch. A red button: DEATH BY MONKEYS. He pushes it. The ship's belly swings open. A yellow barrel is dropped. The barrel falls. It explodes into a mushroom cloud of crazed red monkeys. Woody, Buzz and Jessie flee. The Monkeys come after them. Rex ROARS. The Monkeys swarm over him, taking him down. Woody, Buzz and Jessie are overtaken and pinned down. The spaceship's snout rotates and opens. A giant laser cannon powers up with a deafening HUM. Bart LAUGHS and reaches for a button marked with a skull and crossbones... Jessie turns away, eyes shut. Bart LAUGHS louder. Buzz turns away. Bart CACKLES -- finger on the trigger. Woody grimaces...)
(INT. ANDY'S ROOM - DAY. Andy imitates One-Eyed Bart's. On Woody and Buzz. Andy’s hands move Woody as he "talks")
ANDY: (As Woody) "Buzz, shoot your laser at my badge."
(As Buzz) "Woody, no. It'll kill you."
(As Woody) "Just do it!"
(Andy presses Buzz's laser, makes a ricochet sound -- PSHOO! -- off Woody's badge and traces a line into the air... Where Hamm, the Potato Heads and the Aliens perch on a winged cardboard box, crudely fashioned into a spaceship, that dangles from the ceiling. Andy hits the carton -- PPPKOOOOOSHHH!!! The Toys tumble to pillows on the floor)
(CAMCORDER POV - HANDHELD. MOM'S hand pushes open a door. Andy, 8, in his cowboy hat, jumps around making EXPLOSION NOISES. He's turned his room into a Western "set" complete with a Tinkertoy trestle bridge, a Barrel of Monkeys, etc.)
Andy: "You're going to jail, Bart." (YELLS) "Watch out!"
(Camera ZOOMS IN. Andy looks up, stops)
Andy: Mom!
ANDY'S MOM: No, no, no. Just keep playing. Just pretend I'm not here.
(Suddenly, MOLLY, 2, toddles in, knocking over Tinker Toys)
ANDY'S MOM: Oh, no, Molly!
Andy: No, it's okay, Mom. It's a 50-foot baby from outer space. And she's on a rampage. Run for your lives!
(Andy races around. Chaos, laughing. Buster enters, BARKING. The CAMERA PIVOTS UPSIDE-DOWN, revealing Mom's face)
Andy's Mom: Does the red light mean it's going?
(The TAPE GLITCHES and we JUMP TO... BEGIN MUSIC -- "You've Got A Friend In Me")
(INT. ANDY'S KITCHEN - DAY - HANDHELD CAMCORDER POV Molly sits in a high chair, party hat on, eating cake. Camera PANS Andy's Toys, wearing party hats. End on Andy, holding Woody, stuffing cake in his mouth)
ANDY'S MOM: Come on. Say "Happy birthday" to Molly.
Andy: (mouth full) Happy birthday!
ANDY'S MOM: Oh, charming.
(Andy holds Woody up to CAMERA, cake crumbs flying)
Andy: (As Woody) Happy birthday!
(INT. ANDY'S ROOM - DAY - HANDHELD CAMCORDER POV. Mom pencils a line above Andy's head onto the door frame)
ANDY'S MOM: Look how tall you're getting.
(Andy steps away and beams)
(INT. ANDY'S ROOM - DAY - HANDHELD CAMCORDER POV. Andy holds Woody against the door frame, marks a line above Woody's head. ZOOM OUT to reveal lines and labels for all the toys, including for "Slinky" and "Slinky’'s Butt")
(EXT. FRONT YARD - DAY - HANDHELD CAMCORDER POV Andy gives Woody a piggyback ride)
(INT. ANDY'S ROOM - DAY - HANDHELD CAMCORDER POV Andy holds Buzz towards camera, shoots his laser)
VOICE BOX: Buzz Lightyear to the rescue!
Andy (As Woody) "Good work, Buzz."
(Andy makes Buzz and Woody high five)
(INT. ANDY'S ROOM - NIGHT - HANDHELD CAMCORDER POV. Andy lies in a pillow fort, surrounded by toys, eating from a huge bowl of popcorn, and watching an off-screen TV. He stuffs popcorn in Rex's mouth, turns back to the TV. His eyes widen. The popcorn tumbles out of Rex's mouth)
(EXT. ANDY'S FRONT YARD - DAY - HANDHELD CAMCORDER POV. Andy rockets Jessie and Bullseye around the front yard, while Mom struggles to keep him in the FRAME)
(INT. ANDY'S ROOM - DAY - HANDHELD CAMCORDER POV. Andy, laughing, spins around, falls on his bed, pulls his toys close -- holding Woody, Buzz and Jessie in the warm, glowing embrace of a child's innocent and boundless love. The song FADES on "Our friendship will never die...")
(BLACKOUT)
WOODY: Okay, places, everyone. Come on, come on. Get in position.
(INT. TOY CHEST, ANDY'S ROOM - DAY. Dark, crowded. Toys crammed together. Light seeps in. Nervous, backstage jitters. They speak in HUSHED TONES)
Mrs. Potato Head: Wait! I can't find my other eye.
Hamm: All right, whose foot's in my face?
Mr. Potato Head: It's mine. Give it back.
Aliens: You have saved our lives. We are eternally grateful.
Mr. Potato Head: (SHUSHING)
(Buzz sits by the rim. Jessie climbs up)
Jessie: Buzz! Mind if I squeeze in next to ya?
Buzz: Yes. No. (STAMMERING) I mean, why would I mind squeezing next to you?
(He laughs, nervous. She grins. Finally, he turns away)
Buzz: Is it hot in here?
REX: Oh! Here they come!
(The Toys clamber to the rim and gaze out. POV -- SARGE and two ARMY MEN slip in the room, dragging something in a gym sock. The Army Men arrive at the chest. Woody peers down)
Woody: Sarge, you got it?
Sarge: Mission accomplished.
REX: Hooray!
(The Toys are thrilled. The Army Men hoist the sock up)
Woody: Careful. Careful!
(Buzz turns the sock upside-down. A cell phone slides out. Toys gather around)
JESSIE: Ooh!
Rex: Oh!
Woody: All right, guys. We got one shot at this. Everyone ready?
Jessie: We're ready, Woody. Let's do it!
Buzz: Okay, Buzz. Make the call.
(Buzz flips open his wrist cover. A phone number is written inside. Jessie pulls out a cordless phone, leans close to Buzz. Buzz chuckles, nervous. Jessie dials the phone. Woody tosses the cell phone to Rex. Jessie gets to the last digit, hits it. Silence. Suddenly, the cell phone RINGS. Rex yelps. Buzz, Jessie and Woody peer over the rim. FOOTSTEPS on the stairs)
BUZZ: Target is on approach.
(Woody's eyes are fixed on the door)
WOODY: Just like we rehearsed it, guys.
(The door opens. ANDY enters but we only SEE his jean-clad legs. He scans the room, zeroes in on the toy chest. He lifts the lid REVEALING... Andy is a teenager. His hair is long and his voice deep, but he has the same kind face. He looks down, puzzled. The Toys lie, lifeless, amid sports equipment and clothing. The phone RINGS again. Andy's hand rummages. Woody hugs the cordless as Andy's fingers pass by and find the cell phone. He pulls it pulls. Rex
out. The phone is stuck in Rex's arms. Andy clings. Andy finally yanks the phone loose)
Hello?
(CLOSE ON -- Woody, holding the phone. He closes his eyes)
Andy: (on phone) Hello? Anyone there?
(Andy hangs up, turns)
Andy: (GROANS) Molly, stay out of my room!
MOLLY: I wasn't in your room.
(Andy scoffs, looks down at Rex in his hand. Rex lies frozen, smiling -- eager to be played with. Andy drops Rex in the box, shuts the lid, heads out)
ANDY: Then who was messing with my stuff?
MOLLY: It wasn't me.
(He departs, closing the door -- CLICK. CREAK -- Woody and Buzz push the chest open, share a look. The other Toys climb out)
MR. POTATO HEAD: Well, that went well.
(They spill out onto the floor. The room has changed -- rock posters, guitar, skateboard, other teen detritus)
Rex: He held me! He actually held me!
HAMM: Oh, this is just sad.
MR. POTATO HEAD: Who we kiddin'? The kid's 17 years old.
SLINKY: We ain't ever gettin' played with.
(Woody and Buzz jump down, exchange a glance. Buzz nods. Woody waves his arms)
Woody: Guys, hey, hold up. We need a staff meeting. Everyone! A staff meeting!
(GROANS of boredom)
Hamm: (GROANS) Not again!
Woody: Oh, come on. Slink, gather everyone up.
Slinky: Uh, we are gathered, Woody.
(The Toy Community is a lot smaller. Woody rolls with it)
Woody: Okay. First off, we all knew Operation Playtime was a long shot.
Mr. Potato Head: More like a misfire.
Woody: But we've always said this job isn't about getting played with. It's about...
Jessie: Being there for Andy. We know.
Rex: But we can try again! Right?
(Woody looks at all of them. He shakes his head)
Woody: I'm callin' it, guys. We're closing up shop.
Toys: What?
(Everyone is crushed by this news)
Woody: Andy's going to college any day now. That was our last shot.
Mrs. Potato Head: (UNHAPPILY) Oh.
(Buzz steps forward)
BUZZ: We're going into attic mode, folks. Keep your accessories with you at all times. Spare parts, batteries, anything you need for an orderly transition.
(Mr. Potato Head steps up)
Mr. Potato Head: Orderly? Don't you get it? We're done! Finished! Over the hill!
Woody:Hey, hey, hey, now. Come on, guys. We all knew this day was coming.
(Buzz, in FOREGROUND, sees something off-screen, frowns. POV -- Sarge and the Army Men climb up onto Andy's desk. The other Toys keep arguing)
HAMM: Yeah, but now it's here.
WOODY: Look, every toy goes through this. No one wants to see...
Buzz: Hey, Sarge! What are you doing?
(Everyone turns. Sarge and his last two Soldiers climb to the window sill)
Sarge: War's over, folks. Me and the boys are moving on.
Woody: Moving on?
Buzz: You're going AWOL?
Sarge: We done our duty. Andy's grown up.
Soldier One: And let's face it, when the trash bags come out, we army guys are the first to go.
Buzz: Trash bags?
Woody: Who said anything about trash bags?
Sarge: It has been an honor serving with you. Good luck, folks.
(Sarge straps in tandem with Soldier One. They leap. Their parachute opens and the wind carries them off)
Soldier Two: You're gonna need it.
(He jumps and flies off too. The Toys are stunned)
Woody: No, no, no. Wait, wait, wait, wait!
Rex: (YELPS) We're getting thrown away?
Woody: No. No one's getting thrown away.
MR. POTATO HEAD: How do you know?
(Jessie begins to panic)
Jessie: (GASPING) We're being abandoned!
Buzz: We'll be fine, Jessie.
Hamm: So why did Sarge leave?
Mrs. Potato Head: Should we leave?
Slinky: I thought we were goin' to the attic.
Rex: Oh, I hate all this uncertainty!
(Woody turns, waves his arms)
Woody: Whoa, whoa, whoa, whoa. Hold on now. Wait a minute. Quiet! No one's getting thrown out, okay? We're all still here. I mean, yeah, we've lost friends along the way. Wheezy and Etch and...
Rex: Bo Peep?
(Woody nods, stoic)
Woody: Yeah. Even Bo. All good toys who've gone on to new owners. But through every yard sale, every spring cleaning, Andy held on to us! He must care about us, or we wouldn't be here. You wait. Andy's gonna tuck us in the attic. It'll be safe and warm...
Buzz: And we'll all be together.
Woody: Exactly! There's games up there, and books, and...
Buzz: The racecar track!
Woody: The racecar track. Thank you!
Slinky: And the old TV.
Woody: There you go, the old TV. And those guys from the Christmas decorations box. They're fun, right?
(MR. POTATO HEAD MUMBLES)
(The Toys shrug, MURMUR in semi-agreement. Woody softens)
Woody: And someday, if we're lucky, Andy may have kids of his own.
Rex: And he'll play with us then, right?
(Woody looks at Rex, unable to say "yes")
Woody: We'll always be there for him.
Buzz: Come on, guys. Let's get our parts together, get ready, and go out on a high note.
(The Toys disperse)
Mrs. Potato Head: I'd better find my other eye.
Mr. Potato Head: Where'd you leave it this time?
(She puts a hand over her empty eye socket)
Mrs. Potato Head: Someplace dark. And dusty.
(Hamm turns to Rex)
Hamm: Come on. Let's see how much we're going for on eBay.
(Woody watches as the Toys trudge off)
Woody: Don't worry. Andy's gonna take care of us. I guarantee it!
(ON THE DRESSER. Woody climbs up, surveys the room -- posters, guitar, textbooks. He turns to a cork board where Andy's high school graduation photo is pinned. He lifts it to find... A SNAPSHOT shows an eight-year-old Andy wearing a cowboy hat and posing with Woody and Buzz and all of Andy's toys. Woody gazes at the halcyon past he can never return to. Buzz steps up behind him)
Buzz: You guarantee it, huh?
Woody: I don't know, Buzz. What else could I say?
Buzz: Well, whatever happens, at least we'll all be together.
(CLOSE ON -- The SNAPSHOT of young Andy)
WOODY: For infinity and beyond.
(FOOTSTEPS on the stairs. Woody and Buzz turn)
MOLLY: Can I have your stereo?
ANDY: No.
MOLLY: Why not?
ANDY: 'Cause I'm taking it with me.
(The Toys scramble back into the toy chest. Andy enters with Molly close behind)
Molly: Can I have your computer?
Andy: No.
Molly: Your video games?
Andy: Forget it, Molly.
(Molly sighs, walks off. Andy starts typing on his laptop. Andy's Mom enters carrying cardboard boxes and trash bags)
Andy's Mom: Okay. Andy, let's get to work here. Anything you're not taking to college either goes in the attic, or it's trash.
(She picks up a box and writes "College" in magic marker. Andy stares at his computer)
Andy: Mom, I'm not leaving till Friday.
Andy's Mom: Come on. It's garbage day.
Andy: Mom.
(She picks up his skateboard, puts it in the "College" box)
Andy's Mom: Look, it's simple. Skateboard, college. Little League trophy, probably attic. Apple core, trash. You can do the rest.
(She tosses an apple core in a trash bag, hands it to Andy. Molly opens the Toy Chest)
Molly: Why do you still have these toys?
Andy: (SIGHS) Molly, out of my room!
Molly: Three more days and it's mine!
(She strides out the door)
Andy's Mom: Molly, you're not off the hook either.
(THE TOY CHEST. The Toys watch as Mom picks up a box, enters Molly's room)
Andy's Mom: You have more toys than you know what to do with. Some of them could make other kids really happy.
Molly: What kids?
Andy's Mom: The children at the daycare. They're always asking for donations.
(Rex whispers)
REX: What's daycare?
WOODY: (SHUSHING)
(Mom writes SUNNYSIDE on the box. Molly pouts)
MOLLY: Mom.
ANDY'S MOM: No buts. You choose the toys you want to donate, I'll drop them off at Sunnyside.
(Mom leaves. Molly sighs -- Moms! -- surveys the room. She picks up a xylophone, a Magic 8-Ball, puts them in the box. She picks up her old Barbie. MOLLY POV -- Barbie smiles, desperately eager to please. Molly, indifferent, tosses Barbie into the box, then buries her face in a "Teen" magazine. THE TOY CHEST Across the hall, the Toys react)
JESSIE: Poor Barbie.
HAMM: I get the Corvette.
(INT. ANDY'S ROOM - DAY. Mom walks back and finds Andy still on his laptop)
Andy's Mom: Andy, come on. You need to start making decisions.
Andy: Like what?
(She pulls open the toy chest)
Andy's Mom: Like what are you gonna do with these toys? Should we donate them to Sunnyside?
Andy: No.
Andy's Mom: Maybe sell them online?
Andy: Mom, no one's gonna want those old toys. They're junk.
(THE TOYS. Silently hear this bombshell. Mom lowers the lid)
Andy's Mom: Fine. You have till Friday. Anything that's not packed for college or in the attic is getting thrown out.
Andy: (SIGHS) Whatever you say, Mom.
(He stares at his laptop. She shakes her head, exits. Andy sighs, closes his laptop. He turns, surveys his room. He rolls his chair to the toy chest and opens the lid. Inside are the Toys -- his old friends. They lie frozen, smiling, forever eager to play. Andy gazes at them, making a decision. Abruptly, he grabs a trash bag, snaps it open. He picks up the Toys -- Rex, Potato Head, Jessie -- tosses them in. He pulls Hamm's cork, empties the change out, and dumps him, with rest of the Toys, in the trash bag. Then Andy picks up Buzz and Woody, looks at them. POV -- Buzz, grinning and heroic. Woody, smiling and loyal. TOYS POV -- Andy turns, tosses Woody in the College box. The Toys gasp. Andy drops Buzz into the garbage bag. IN THE BAG. Buzz is stunned and hurt. Andy cinches the bag closed and carries it from the room. Behind him, Woody pops up from the College box, shocked. IN THE BAG. It's dim and crowded)
Rex: What's happening?
Mr. Potato Head: We're getting thrown out, you idiot. That's what's happening.
(Woody jumps from the box, runs across the room, hides behind the door frame. Andy walks onto the hall landing, reaches up, and pulls open a trapdoor ladder that leads to the attic. Woody watches, relieved. Andy begins climbing to the attic. One rung... Two... Molly enters the hall landing, struggling with her box. It hits the door frame. A Magic 8-Ball falls out)
Andy: You need a hand?
Molly: I got it.
(Andy steps down, leaves the bag at the foot of the ladder, grabs the 8-Ball. He helps Molly carry her box downstairs)
Andy: Here. So, you gonna miss me when I'm gone?
Molly: If I say no, do I still get your room?
Andy: Nope.
MOLLY: Then, yes, I'll miss you.
(They disappear. IN THE BAG. The Toys are piled all over each other. Jessie is hyperventilating. Buzz looks around -- plotting his next move)
Jessie: (GASPING) I can't breathe!
Rex: Oh, this can't be happening!
Buzz: Quiet! What's that sound?
(They all listen. A faint CREAKING. ON THE LANDING. The attic ladder -- spring loaded -- retracts, pushing the toy-filled trash bag out of the way. IN THE BAG. The bag is tipped over. The Toys tumble over each other)
Toys: Whooaaaaa!!!
(ON THE LANDING. The ladder pushes free and rises to the ceiling, retracting completely. Woody tiptoes into the hall toward the bag.
Suddenly, Mom enters carrying a trash bag. Woody retreats. Mom trips over the toy-filled bag, looks down -- irritated)
Andy's Mom: Andy! (SIGHS)
(No answer. Mom sighs, picks up the toy-filled bag and exits, carrying it downstairs)
(ANDY'S ROOM. Woody -- at the door -- is electrified)
Woody: (GASPS) That's not trash. That's not trash!
(He steps back, mind reeling)
Woody: Think, think, Woody. Think, think, think. (an idea) Oh! (WHISTLES) Buster! Come here, boy! Come here!
(Off-screen PAWS and the JINGLE of a dog collar. Buster enters -- old, saggy, panting. Woody vaults onto his back)
Woody: Okay, boy. To the curb! Hee-yah!
(Buster yawns and flops over, pinning Woody under him)
Woody: (STRAINING) No, Buster! No!
(Woody grabs Buster by the jowls, pulls him backwards)
WOODY: Get up. Buster!
(Finally, Buster rolls over. Woody sits up, gasping. Off-screen, a door SLAMS. Woody turns. Woody rushes to the window, gazes out. POV -- Mom drops the trash bags at the curb. WHIP PAN -- Rumbling up the street is a garbage truck. Woody gasps. IN THE BAG. Mounting panic)
Jessie: We're on the curb!
Mr. Potato Head: Oh, I knew it would come to this!
(Buzz grabs the side of the bag, tries to tear it open)
Buzz: Pull, everyone! Pull!
(EXT. ANDY'S HOUSE - DAY. Woody grabs a pair of scissors, shoves them in his holster. He lunges for the drainpipe, slides down, hits a gutter and tumbles into the bushes below. CRASH! IN THE BAG. The Toys follow Buzz's lead, pulling the sides of the bag)
REX: It won't rip!
Hamm: Oh, forget it! It's triple-ply, high-density polyethylene!
Buzz: There's gotta be a way out!
Mr. Potato Head: Oh, Andy doesn't want us. What's the point?
Buzz: (thinking) Point. Point. Point!
(Buzz looks at Rex’s pointy tail. OUTSIDE THE BAG. The truck RUMBLES closer, two driveways away. IN THE BAG. The Toys follow Buzz, shoving Rex backwards)
Buzz: Push! Push!
Rex: I can hear the garbage truck!
(OUTSIDE THE BAG. The bag stretches. Rex's tail is nearly through. IN THE BAG)
Rex: It's getting closer.
(Rex is muffled by a mouthful of plastic)
(IN THE YARD. Woody uses the scissors to snip his way out of the bush. The garbage truck approaches Andy's driveway. Woody races out, dives behind the mail box post. The GARBAGE MAN is in head phones, playing air guitar, drumming the mail box. He empties a garbage can into the truck. Woody ducks from behind the post, plunges his scissors into a garbage bag. Garbage spills out: wrong bag. He tries another. No luck. As the Garbage Man turns, Woody ducks behind the post. The Garbage Man grabs the last bags, tosses them in the truck. He climbs on a running board, SLAPS the side. The truck shifts into gear and lurches off down the street. THE STREET. As the truck rumbles off, Woody ducks from behind the mail box, runs after it. The truck pulls up at the next house. Woody hides behind a fire hydrant. The Garbage Man hops off the runner, yanks a lever. The truck's compactor lowers, scoops up the trash bags. From behind the hydrant, Woody watches in horror. The compactor retracts, CRUNCHING the bags remorselessly)
Woody: Buzz! Jessie!
(A TINKLE. Woody turns. In Andy's driveway, an upside-down recycling bin scurries on little feet into the garage. Woody sighs, relieved)
(INT. GARAGE - DAY. The Toys cast off the bin. They are traumatized)
Slinky: Andy threw us out.
Hamm: Like we were garbage.
Mr. Potato Head: Junk. He called us junk.
Mrs. Potato Head: How could he?
(She SOBS on Mr. Potato Head's shoulder)
Buzz: (to himself) This doesn't make any sense.
(Jessie is furious)
Jessie: I should have seen this coming. It's Emily all over again.
(She turns and scans the garage -- galvanized, determined)
Hamm: Sarge was right.
Mr. Potato Head: Yeah, and Woody was wrong.
Buzz: Wait a minute. Wait, hold on. This is no time to be hysterical.
Hamm: It's the perfect time to be hysterical.
Rex: (hysterical) Should we be hysterical?
Slinky: No!
Mr. Potato Head: Yes!
Buzz: Maybe! But not right now!
JESSIE: Yee-haw!
(Everyone turns. Jessie is smiling)
Jessie: Fellas, I know what to do.
(They follow her gaze. In the hatchback of Mom's car is Molly's box of toys, marked SUNNYSIDE)
(EXT. ANDY'S YARD - DAY. Woody darts from a tree to a landscape boulder, sneaking towards the garage. He peeks out from behind a flowerpot)
Woody: What the heck?
(WOODY'S POV -- The Toys clamber into the Donation Box)
(INT. CAR / GARAGE - DAY. Buzz stands outside the Donation Box as the other Toys clamber in. Jessie helps the Aliens up into the box)
Jessie: Oh, we should've done this years ago.
Buzz: Jessie, wait. What about Woody?
Jessie: He's fine, Buzz. Andy's taking him to college. Now we need to go!
(Buzz looks at her and the others)
Buzz: You're right. Come on.
(He helps pass the Aliens up. Woody approaches, incredulous)
Woody: Buzz?
Buzz: Woody!
Woody: What's going on? Don't you know this box is being donated?
Buzz: It's under control, Woody. We have a plan.
Rex: We're going to daycare!
Woody: Daycare? What, have you all lost your marbles?
Mrs. Potato Head: Well, didn't you see? Andy threw us away.
Woody: No, no, no, no. He was putting you in the attic.
Mr. Potato Head: Attic? So how did we end up on the curb?
Woody: That was a mistake. Andy's mom thought you were trash.
Hamm: Yeah. After he put us in a trash bag.
Mrs. Potato Head: And called us junk!
Woody: Yeah, I know. It looks bad. But, guys, you gotta believe me.
Mr. Potato Head: Sure thing, college boy!
Jessie: Andy's moving on, Woody. It's time we did the same.
(Jessie and the others duck in the box, pull the flaps shut)
Woody: Okay. Out of the box. Everyone, right now! Come on, Buzz. Give me a hand. We gotta get this thing outta here.
(He walks around and tries to push the box out of the car)
Buzz: Woody, wait. We need to figure out what's best for everyone.
(Buzz and Woody turn. Through the window, Andy's Mom walks to the driver's seat, gets in. Woody and Buzz crouch down)
Woody: Oh, great. Great! It's gonna take us forever to get back here.
(The car lurches into gear and drives off)
(INT. DONATION BOX / CAR - DAY. The Toys have gathered around Barbie, who is sniffling. Mrs. Potato Head pats her shoulder)
Mrs. Potato Head: Oh, it's all right, Barbie. You'll be okay.
(Barbie nods, putting on a brave front)
Barbie: Well, Molly and I have been growing apart for years. It's just... I can't believe she would throw me away!
(She breaks down again. Mr. Potato Head rolls his eyes)
Mr. Potato Head: Welcome to the club, toots.
(Suddenly, the box flaps open and Woody and Buzz vault in)
Woody: Okay, everyone, listen up. We can get back to Andy's, but we gotta move fast. We'll hide under the seats till we get back home.
(The Toys react, incensed)
Mr. Potato Head: Get it through your vinyl noggin, Woody. Andy doesn't want us anymore.
Woody: He was putting you in the attic!
(Jessie goes toe-to-toe with Woody)
Jessie: He left us on the curb!
(Buzz intervenes)
Buzz: All right, calm down! Both of you!
Woody: Okay, fine. Fine. Just wait till you see what daycare's like.
Rex: Why? What's it like?
Woody: Daycare is a sad, lonely place for washed-up old toys who have no owners.
(Abruptly, Barbie bursts into tears)
Hamm: Quite the charmer, aren't ya?
WOODY: Oh, you'll see. As soon as we get to daycare, you'll be begging to go home.
(The car hits a bump and Woody tumbles)
(EXT. DAY CARE, PARKING LOT - DAY. The car pulls into a modest day care center -- Sunnyside -- a cinder block building with bright, kid-friendly murals)
(INT. / EXT. DONATION BOX / PARKING LOT - DAY. Andy's Mom pulls out the box, carries it across the lot. Inside the box, the Toys peer out the hand slots)
Rex: Can anyone see anything?
JESSIE: (GASPS) There's a playground!
BUZZ: Wow!
(Through fencing we SEE glimpses of kids running and playing with SHOUTS and LAUGHTER. The Toys look at each other)
Jessie: We hit the jackpot, Bullseye!
HAMM: So much for sad and lonely, huh?
Woody: Okay. Calm down, guys. Let's just keep this in perspective.
Mr. Potato Head: Perspective? This place is perfect.
Rex: Woody, it's nice! See? The door has a rainbow on it.
(INT. LOBBY - DAY. Andy's Mom is BUZZED through glass doors. A RECEPTIONIST behind a counter types at a computer while a small girl on the counter plays with a toy chimp. Andy's Mom enters)
Andy's Mom: Hey there!
BONNIE'S MOM: Wow! Haven't seen you in ages.
Andy's Mom: I just wanted to drop these old toys off.
(She puts the box on the counter)
Andy's Mom: Is this Bonnie? Look how big you are.
(The girl, BONNIE, looks up, then turns to her Mother, shy)
BONNIE'S MOM: Say hi, sweetie.
Bonnie: Hi.
BONNIE'S MOM: Hey, how are your kids? Molly and Andy?
ANDY'S MOM: Not kids anymore. Andy's going to college on Friday.
BONNIE'S MOM: What?
ANDY'S MOM: Can you believe it?
(The Receptionist opens the box. Bonnie tries to look in)
BONNIE'S MOM: You sure they won't miss these?
ANDY'S MOM: No, they never get played with.
(Mom departs and the Receptionist folds up the box flaps)
(INT. DONATION BOX / HALLWAY - DAY. The Toys peek out as they are carried down a hallway)
Mrs. Potato Head: You see any kids?
Rex: (GASPS) Where is she taking us?
(INT. DONATION BOX / BUTTERFLY CLASSROOM - CONTINUOUS. The Box is placed on a counter. The Receptionist departs. In the box, the Toys step up and jostle for a view)
JESSIE: Look!
MR. POTATO HEAD: Wow!
Rex: What? What is it?
(TOYS' POV -- An idyllic day care classroom, filled with the happy bustle of four- and five-year-olds, playing with toys -- dinosaurs, a baby doll, a pink Teddy bear, a Ken doll. The Toys stare, agog. Rex jockeys for a peek)
Rex: (EXCLAIMS) I can't see!
(A bell RINGS. A TEACHER opens the playground door)
Butterfly Room Teacher: Okay, everyone. Recess. Come on!
CHILDREN: Yay!
(The kids CHEER and flood out on the playground. The Teacher turns off lights, shuts the door behind her. IN THE BOX. Silence. The room is still. The Toys speak sotto)
HAMM: So now what do we do?
WOODY: We go back to Andy's. Anyone see an exit?
MR. POTATO HEAD: Exit, shmexit. Let's get played with.
BUZZ: Careful. These toys might be jealous of new arrivals.
Rex: I want to see!
HAMM: Hey!
Rex: It's my turn!
(Rex presses in. The Toys react)
BUZZ: Oooff!
SLINKY: Whoa!
HAMM: Hey!
(The whole box tilts and falls off the counter -- SPLAT!!! The Toys spill out. They look up. Around the room, all the Day Care Toys stare back. A Jack In The Box pops up)
Jack In The Box: New toys!
(They all CHEER and burst into smiles. Jessie shakes hands with a ROCK MONSTER toy)
Jessie: Well, howdy! Glad to meet ya.
(Buzz extends his hand to a ROBOT toy)
Buzz: Buzz Lightyear at your service.
(Hamm, Slinky and Barbie shake hands with an OCTOPUS toy)
Hamm: (CHUCKLES) Boy, oh, boy, oh, boy.
(Rex laughs, circled by adoring little dinosaurs. An Insect Man ACTION FIGURE helps Mrs. Potato Head get up)
Mrs. Potato Head: Oh. Thank you. (reaches for his bicep) May I? Ooh! (LAUGHS)
(He flexes obligingly. She feels his arm, GIGGLES. Mr. Potato Head looks on. He flexes his own arm. It sags. A Crane toy circles the Aliens. They gaze up, rapturous)
Aliens: The claw!
(SFX -- HONK! HONK! Everyone turns. A Tonka Truck races forward, then backs up in a quick 180 arc, revealing a large pink Teddy bear, LOTSO, in its bed. Lotso taps a Tinker Toy cane and the truck bed rises, "dumping" him out. Like Bob Hope stepping off the links in Palm Springs, Lotso exudes an easy, cheerful charisma)
Lotso: Well, hello there. I thought I heard new voices. Welcome to Sunnyside, folks. I'm Lots-o'-Huggin' Bear. But please call me Lotso.
(Buzz steps up, offers a hand)
Buzz: Buzz Lightyear. We come in...
(Lotso grabs Buzz, lifts him in a smothering hug)
Lotso: (CHUCKLING) First thing you gotta know about me, I'm a hugger.
(He releases Buzz, looks at the other Toys)
Lotso: Oh, look at you all. You've been through a lot today, haven't ya?
Mrs. Potato Head: Oh, it's been horrible.
Lotso: Well, you're safe now. We're all castoffs here. We been dumped, donated, yard-saled, secondhanded  and just plain thrown out. But just you wait, you'll find being donated was the best thing that ever happened to ya.
(Woody scoffs, but Rex steps up excitedly)
Rex: Mr. Lotso, do toys here get played with every day?
Lotso: All day long. Five days a week.
Jessie: But what happens when the kids grow up?
(Lotso steps to a wall of day-care class photos)
Lotso: Well, now, I'll tell ya. When the kids get old, new ones come in. When they get old, new ones replace them. You'll never be outgrown or neglected, never abandoned or forgotten. No owners means no heartbreak.
(The Toys are overjoyed. Even Woody is taken by this vision)
Jessie: Yee-haw!
Mrs. Potato Head: It's a miracle.
Mr. Potato Head: (to Woody) And you wanted us to stay at Andy's.
Woody: Because we're Andy's toys!
(Lotso puts an arm around Woody)
Lotso: So you got donated by this Andy, huh? Well, it's his loss, Sheriff. He can't hurt you no more.
Woody: Whoa, whoa, no, no, no...
(Lotso cuts him off)
Lotso: Now, let's get you all settled in. Ken? Where is that boy? Ken? New toys!
(A Ken doll appears in an upper window of a doll house)
Ken: Far out! (To Lotso) Down in a jiff, Lotso.
(He rides down in an elevator and opens the door. ON KEN -- Slip-on shoes, double-pleated shorts, and an unbuttoned animal-print shirt that reveals his ripped abs. He addresses the Toys with an air of boundless self-regard)
Ken: So, who's ready for Ken's dream tour?
Lotso: Let's show our new friends where they'll be staying.
Ken: Folks, if you want to step right this way...
(He turns, sees Barbie. She looks up, sees him. Sparks fly. MUSIC swells. Destiny calls. They approach)
Ken: Hi, I'm Ken.
Barbie: Barbie. (breathless) Have we ever met?
Ken: Uh-uh. I would've remembered. (Barbie GIGGLES) Love your legwarmers.
Barbie: Nice ascot.
(Lotso breaks the spell)
Lotso: Come on, Ken. Recess don't last forever.
Ken: Right on, Lotso. This way, everybody.
(He extends a gentlemanly arm. Barbie giggles, takes it)
Lotso: You got a lot to look forward to, folks. The little ones love new toys.
(He leads them off. Rex, Buzz, and Woody trail behind)
Buzz: What a nice bear.
Rex: And he smells like strawberries.
(Woody sighs, exasperated. As they walk, Ken addresses the Toys like a tour leader)
Ken: Folks, if I can share, here at Sunnyside, we've got, well, just about anything a toy could ask for.
(Lotso leads them past shelves of toy supplies)
Lotso: Spare parts, superglue, and enough fresh batteries to choke a Hungry Hungry Hippo.
(CLOSET DOOR. Lotso flings open a utility closet, revealing a spa-like workshop in which smaller Toys fix up bigger Toys -- stitching rips, etc. The Toys gasp, impressed)
Lotso: Think you're gettin' old?
JESSIE: Wow.
LOTSO: Well, stop your worryin'.
KEN: Our repair spa will keep you stuffed, puffed, and lightly buffed.
(An Elephant plushie is getting his belly re-stuffed. He SNEEZES. Stuffing flies everywhere)
(IN THE CLASSROOM. As the tour continues, Ken gestures to his Dream House)
Ken: And this, well, this is where I live. It's Ken's Dream House. It has a disco, it's got a dune buggy. And a whole room just for trying on clothes.
Barbie: (GASPS) You have everything!
Ken: Everything except someone to share it with.
(He looks down, walks off. Barbie sighs, about to faint. Lotso reaches a bathroom door at the end of the room)
Lotso: You need anything at all, you just come talk to me. Here we are.
(Lotso raps the door with his cane. It's opened by a large baby doll, BIG BABY, with a lazy, drooping eye. Big Baby COOS, peers out at the Toys. They stare up in wonder)
LOTSO: Well, thank you, Big Baby. Why don't you come meet our new friends?
(He throws an arm around Big Baby in Toy-solidarity)
Lotso: Poor baby. We were thrown out together, me and him. Abandoned by the same owner.
(INT. BATHROOM - DAY. Lotso leads the Toys through a bathroom)
Lotso: But we don't need owners at Sunnyside. We own ourselves. We're masters of our own fate. We control our own destiny.
(Mr. Potato Head slips and falls, losing his parts)
Lotso: Watch out for puddles.
(INT. CATERPILLAR ROOM - DAY. Lotso leads the Toys into a new classroom. The Day Care Toys here are scuffier and more toddler-appropriate)
Lotso: And here's where you folks'll be stayin'. The Caterpillar Room.
(The Toys gaze up in awe. There's kid stuff everywhere: tiny tables and chairs, finger paintings, wood blocks, banners of the alphabet, wire cubby bins, etc. The whole beautiful, child-centric universe of day care)
JESSIE: Look at this place.
MR. POTATO HEAD: Wow!
HAMM: Holy moly guacamole.
MR. POTATO HEAD: Jackpot, baby. (WHISTLES)
Slinky: Whoa, puppy!
Rex: Wow!
(A TOY TRAIN weaves through the room, blowing its WHISTLE. The Potato Heads look around in wonder)
Mrs. Potato Head: It's so beautiful!
(Woody is awestruck. Something nudges him. A RINGING)
Woody: What the...
(He looks down. An old Fisher Price Chatter Telephone is bumping into him. Woody kneels down, friendly)
Woody: Oh. Hey, little guy.
Lotso: How long's it been since you all got played with?
Slinky: It's been years.
Lotso: Well, just you wait. In a few minutes, that bell's gonna ring, and you'll get the playtime that you've been dreamin' of.
Rex: Play! Real play! I can't wait!
Lotso: Now, if you'll excuse us, we best be headin' back. Welcome to Sunnyside, folks.
(Lotso climbs back into the Tonka Truck. The Toys wave)
Rex: Thank you.
Mr. Potato Head: Take care, pinky.
Buzz: Goodbye, Mr. Lotso. Thank you.
HAMM: Thank you, buddy boy.
(Barbie turns to Ken -- an end-of-the-first-date moment)
Barbie: Will I see you again?
Ken: Oh, I'll see you tonight in my dreams.
(She giggles. They stare. It's like they could both spontaneously combust. At the bathroom door, Lotso waits)
Lotso: Ken, let's get a move on.
(Ken turns to Barbie, takes her hands)
Ken: Barbie, come with me. Live in my dream house. I know it's crazy. I know we just met. Heck, you don't know me from G.I. Joe, but when I look at you, I feel like we were...
Ken & Barbie (Both): Made for each other.
(They gasp, thunderstruck. Barbie turns, gazes to the Toys. Jessie grins and winks. Mrs. Potato Head waves -- Go!)
Barbie: Yay!
(She gives a leg kick. Ken pumps his fist)
Ken: Yes!
(Lotso calls again)
LOTSO: Ken?
Ken: Coming, Lotso.
(Ken leads Barbie to the Truck and they hop in, giddy. Lotso taps his cane and the Truck roars off)
BARBIE: This is so exciting!
(Big Baby is the last to exit, closing the door -- CLICK -- behind them. Through windows, children are heard LAUGHING and PLAYING. The Toys turn and wander toward the playground door)
HAMM: Sounds like kids to me.
Rex: Oh, I want to get played with. Why can't time go faster?
Jessie: How many you reckon are out there?
MRS. POTATO HEAD: They sound so sweet.
(Woody looks at them, knowing he's fighting a losing battle)
Woody: Look, everyone, it's nice here, I admit. But we need to go home.
(The Toys glance at each other. Jessie steps forward)
Jessie: We can have a whole new life here, Woody. A chance to make kids happy again.
Slinky: Why don't you stay?
Rex: Yeah, Woody. Stay with us.
Hamm: Come on, Woodster!
Mr. Potato Head: You'll get played with.
Woody: I can't. No.
Mrs. Potato Head: Stay here.
Jessie: You can make a new kid happy.
Woody: No, no. Guys, really. No!
(The Toys are taken aback. Woody struggles to stay calm)
Woody: I have a kid. You have a kid. Andy! And if he wants us at college, or in the attic, well, then, our job is to be there for him. Now, I'm going home. Anyone who wants to join me is welcome. Come on, Buzz.
(He heads off. Buzz stays put. Woody turns back)
Woody: Buzz?
(Buzz -- torn -- steps up to Woody, sober and gentle)
Buzz: Our mission with Andy is complete, Woody.
Woody: What?
Buzz: And what's important now is we stay together.
Woody: We wouldn't even be together if it weren't for Andy! Look under your boot, Buzz. You, too, Jessie. Whose name is written there?
(The Toys stare at the ground. Rex pipes up)
Rex: Maybe Andy doesn't care about us anymore.
Woody: Of course he does. He cares about all of you! He was putting you in the attic. I saw. You can't just turn your back on him now!
(Jessie steps forward -- incensed)
Jessie: Woody, wake up! It's over! Andy is all grown up!
(Woody stares, trying to contain his anger)
Woody: Okay, fine. Perfect. I can't believe how selfish you all are.
(Jessie glares back. No one moves)
Woody: So this is it? After all we've been through.
(Buzz steps forward, offers a handshake. Woody looks at Buzz. He fixes his hat, turns away. Buzz is stung. Woody walks to the hall door. Bullseye follows)
Woody: Bullseye, no. You need to stay.
(He moves on. Bullseye again tries to follow)
Woody: Bullseye, no, I said, "Stay!" (softens) (SIGHS) Look, I don't want you left alone in the attic, okay? Now, stay.
(Bullseye retreats. Jessie puts a consoling hand on him. KEYS in a LOCK. The Toys turn)
BONNIE'S MOM: Bonnie? Bonnie?
(Woody looks at them, doesn't know what else to say)
Woody: I gotta go.
(The Toys scatter. Woody hides behind the door just as Bonnie's Mom enters)
BONNIE'S MOM: Bonnie, you in here?
(Woody sneaks out the door, into the hall. CLOSE ON -- Buzz and Jessie, watching)
(INT. HALLWAY. TEACHERS CHAT at the end of the hallway. Woody peeks out from behind a garbage can, tip-toes into the hall, turns. A janitor cart approaches. Woody falls limp. The cart passes over Woody, leaving the hall empty. A whistling JANITOR pushes the cart down the hallway. TILT DOWN to FIND Woody holding the underside of the cart. WOODY POV -- He rolls through the lobby, toward the exit...)
WOODY: Come on. Come on.
(...and veers into a bathroom)
Woody: Oh, no, no.
(INT. BATHROOM - CONTINUOUS. The Janitor cleans the sinks. Woody sneaks into a nearby stall. Looks up, sees an open window. He tears a square of toilet paper, places it on the seat, climbs up the tank lid, leaps to the toilet paper roll, jumps to the top of the stall, backs toward the window. At the sink, the Janitor looks in the mirror, starts)
Janitor: What... What the heck?
(Woody freezes. The Janitor stares at the mirror, Woody in its reflection. RACK FOCUS -- The Janitor reaches up, wipes a stain off)
Janitor: Now, that's better.
(RACK BACK -- The window in the mirror. Woody's gone)
(EXT. PLAYGROUND - DAY. Woody finds himself above the playground)
BONNIE'S MOM: Bonnie!
(Below, Bonnie plays hopscotch by herself. Her Mom walks over)
Bonnie: Bluebells, cockleshells...
BONNIE'S MOM: There you are. Come on, honey. It's time to go home.
(She leads Bonnie off. Woody climbs up a drainage pipe to the roof. He runs across the roof, stops at the edge. POV, PANNING -- A high wall surrounds the day care campus. Woody frowns. A gust lifts his hat off, blows it away)
Woody: Oh! No, no, no, no!
(His hat lands under a kite tangled on the roof top. Woody stares at the kite -- an idea)
(Woody runs across the roof, kite over his head. He leaps and soars across the playground and over the wall. He glides down, makes a perfect landing, and laughs, pleased. Abruptly, another gust hits, yanking him high in the air. Woody looks at the ground far below. The wind takes the kite higher still, dipping and swirling frenetically. Woody panics, wrapping himself around the kite's cross-bar. The bar snaps. The kite plummets. Woody tries desperately to flap the kite wings, but it doesn't slow his fall. He crashes into a tree, hitting branches on the way down. He falls from the tree and stops -- eyes shut -- inches above the pavement. Opens one eye. Slowly, his pull-string lifts him upward)
VOICE BOX: Reach for the sky!
(Woody dangles from a branch, trying to free himself. Bonnie approaches, playing hopscotch. Woody sees her, goes limp)
Bonnie: Bluebells, cockleshells. Eenie, miny...
(She bumps into Woody, looks up. Looks around. She tugs Woody off the branch. His pull-string retracts)
VOICE BOX: You're my favorite deputy.
(She smiles. HONK HONK!)
BONNIE'S MOM: Bonnie!
Bonnie: Coming!
(She shoves Woody in her backpack, zips it up, runs off. IN THE BACKPACK. Woody is trapped)
Woody: (GROANS) Great.
(As Bonnie and her Mom drive off, CRANE DOWN to REVEAL... Woody's hat, lying on the ground)
(INT. CATERPILLAR ROOM - DAY. Bullseye whimpers, stares at the door. Jessie consoles him)
Jessie: Oh, it's gonna be okay, Bullseye.
Buzz: Woody's going to college with Andy. It's what he's always wanted.
Mr. Potato Head: Ah, he's crazy. College is no place for a toy.
Mrs. Potato Head: Toys are for playtime.
Hamm: Oh, speaking of playtime, they're lining up out there!
(Hamm, at the window, is spying on the playground)
BUZZ: How many?
HAMM: There must be dozens.
Rex: (EXCLAIMS) I can hardly wait!
Buzz: Places, everyone!
(The Toys scramble into play position. Buzz notices the Day Care Toys edging away from the door -- ducking, hiding, trembling, diving for cover. The bell RINGS. Kids SHRIEK. Footsteps THUNDER. Rex spreads his arms and runs to the playground door)
REX: At last! I'm gonna get played with!
Buzz: Uh, Rex?
Rex: Come to papa.
(BOOM! The door bursts open, swatting Rex across the room. A horde of squealing, hyped-up TODDLERS enter. The Toys go limp. Buzz closes his helmet. The toddlers descend on the Toys with SHRIEKS of delight. Toys are snatched up by eager, excited hands. A Boy and Girl stretch Slinky until his coil goes haywire. A Boy smashes the Toy Train into a wall. The Aliens are squashed as a Boy sits on them. A Girl picks up Buzz, bringing him straight to her mouth. A Girl dips Jessie's hair in paint and uses her as a brush. A Boy runs across the room, with Bullseye on top of a Corn Popper toy. Bullseye slides off, gets caught in its wheels. Hamm is bathed in glue... Then coated in green glitter. A Girl "rides" Rex, snapping his tail off. A Boy picks up Mr. Potato Head's eye, shoves it up his nose. A Girl uses Buzz to hammer a square peg into a round hole. BUZZ POV -- Buzz smashes the peg. Bam, Bam, Bam! A Boy runs by, tugs the Girl's hair. She screams, tosses Buzz away. He lands on the window sill. BUZZ POV -- Across the playgound, in the Butterfly Room, a class of Four- and Five-Year-Olds play lovingly with Lotso and the other toys. Buzz frowns -- Why is it Heaven in there and Hell in here? Abruptly, a HAND grabs him, pulls him back into the fray)
VOICE BOX: There's a snake in my boot.
(INT. BONNIE'S BEDROOM - DAY. CLOSE ON -- Woody. His string is pulled again)
Voice Box: I'd like to join your posse, boys, but first I'm gonna sing a little song.
(Bonnie holds Woody, smiles)
Bonnie: A sheriff! Move over, Mr. Pricklepants. We have a guest.
(She plunks Woody at a small table circled by other toys -- a HEDGEHOG, a UNICORN, and a TRICERATOPS)
Bonnie: You want some coffee?
(She sets out cups, pretends to pour)
Bonnie: It's good for you. But don't drink too much, or you'll have to... Have to...
(She dances from foot to foot)
Bonnie: Be right back!
(She runs out the door. Woody comes alive, looks around. The other Toys stay frozen)
Woody: Psst! Hey, hello? Hi. Excuse me.
(The Hedgehog, MR. PRICKLEPANTS, comes alive briefly)
Mr. Pricklepants: Shhh!
Woody: Can you tell me where I am?
Mr. Pricklepants: Shhhhhh!!!
Buttercup: The guy's just asking a question.
Mr. Pricklepants: Well, excuse me. I'm trying to stay in character. (SNIFFS DRAMATICALLY)
(He freezes again. The Unicorn, friendly, turns to Woody)
Buttercup: My name's Buttercup. You've met Baron von Shush.
Mr. Pricklepants: Shhhh!!!!
Trixie: Hello, I'm Trixie.
Mr. Pricklepants: Shhhhh!!!!
Trixie: Shhhhhh!!!!!
Mr. Pricklepants & Trixie (Both): Shhhhhhhhhh!!!!!!
Woody: Guys, hey. Guys, look, I don't know where I am.
Trixie: We're either in a cafe in Paris or a coffee shop in New Jersey. I'm pretty sure I just came back from the doctor with life-changing news.
(Woody is baffled)
Buttercup: We do a lot of improv here. Just stay loose, have fun, you'll be fine.
Woody: No, no, no, no. I...
(A FLUSH. Woody gets back in his pose. Bonnie runs in)
Bonnie: Who wants lunch? Bee-boop-bee-boop.
(She pushes buttons on a toy microwave oven, opens the door, removes a plastic hamburger, plunks it in front of Woody)
Bonnie: It has a secret ingredient.
(She lifts the top bun...)
Bonnie: Jelly beans.
(Bonnie eats a jellybean, pulls Woody's string)
VOICE BOX: Somebody's poisoned the water hole.
Bonnie: (GASPS) Poison?
(She spits the jellybean -- it sticks to Pricklepants's head)
Bonnie: Who would do such a mean thing?
(She GASPS and becomes a different character)
Bonnie: (as Witch) (CACKLES)
(She turns. SMASH ZOOM to a DOLL on the shelf behind her)
Bonnie: (EXCLAIMS) The scary witch! Look out!
(Bonnie picks up the Doll, flies it around the room)
BONNIE: She's using her witch-y powers!
(CLOSE ON -- Woody)
Bonnie: (As Woody) "I know where to hide."
(INT. BONNIE'S BEDROOM - MOMENTS LATER. The toy box at the foot of Bonnie's bed. It creaks open. Bonnie peeks out, grabs a Totoro, pulls it closed again)
(INT. TOY BOX - DAY. Bonnie and Woody huddle in the dark)
Bonnie: She'll never find us in here.
(Bonnie surreptitiously lifts the Doll into view)
Bonnie: What's wrong?
(She turns. Sees the doll, SCREAMS)
(INT. BONNIE'S BEDROOM - DAY. The toy box tips over, spilling Bonnie and her Toys)
Bonnie: She found us! We need a spaceship to get away from the witch!
(She runs off into a closet. The Toys come alive)
Trixie: You're doing great!
Mr. Pricklepants: Are you classically-trained?
Woody: Look, I just need to know how to get out of here!
Buttercup: There is no way out.
(Woody is stunned)
Buttercup: Just kidding. Door's right over there.
(The Doll gets up, greets Woody)
Dolly: Well, cowboy, you just jumped right in, didn't ya? I'm Dolly.
Woody: Uh, Woody.
(They shake)
Dolly: Woody? Really? You're gonna stick with that? 'Cause now's your chance to change it, new room and all. That's coming from a doll named Dolly.
(A PEA POD TOY zips open behind Woody. He turns)
Pea #1: Who's the new guy?
Pea #2: Are you a real cowboy?
Woody: Well, actually...
Pea #3: 'Course he's not, pea brain. He don't even have a hat.
Woody: I do too have... (GASPS) My hat!
Pea #3: Told ya.
BONNIE: I found a spaceship!
Mr. Pricklepants: Showtime.
(Woody and the Toys go lifeless as Bonnie runs out of the closet with makeshift shoebox rocket)
Bonnie: (As Woody) Quick, get in. Fasten your seat belts. Close your tray tables.
(She stuffs the toys in the box, drops it on a bedsheet)
Bonnie: Hold on. It might get a little bumpy. Three, two, one, blastoff!
(She pulls the sheet taut. The Toys fly into the air. SLOW MOTION -- Woody soaring. The moment is magical. Woody and the others tumble onto the bed. Bonnie flops down with them, hugging them close)
Bonnie: Yee-haw! You saved us, cowboy. You're our hero.
(She pulls Woody to her cheek -- just like Andy once did. Woody glances at the other Toys. They smile at him. He smiles back. That was great)
(INT. CATERPILLAR CLASSROOM - DUSK. The Toys come to life, groaning)
Slinky: Oh, I got a kink in my slink.
(Rex staggers by, tail missing)
Rex: (EXCLAIMS) My tail! Where's my tail?
(Buzz sits up, dazed. Hamm pulls his cork. Detritus spills out. He strains. POP -- a Weeble pops out. Hamm picks up a plastic arm)
Hamm: Someone need a hand?
(He tosses it to Mr. and Mrs. Potato Head -- their parts completely jumbled)
Mr. Potato Head: Where's my nose?
Mrs. Potato Head: Here it is.
Mr. Potato Head: Here's your arm.
Mrs. Potato Head: Give me that. That's mine.
Mr. Potato Head: Honey, the mustache?
(Buzz straightens up -- back CRACKING)
Buzz: I don't recall playtime being quite that strenuous.
(Rex pulls his tail from a peg board)
Rex: Andy never played with us like that.
(Jessie peels a decal off Bullseye's nose)
Jessie: We're just gonna have to make the best of it.
Mr. Potato Head: But these toddlers, they don't know how to play with us.
Rex: They're too young!
Hamm: Yeah, they're sticky.
Mrs. Potato Head: Well, we should be in the Butterfly Room.
MRS. POTATO HEAD: With the big kids!
MR. POTATO HEAD: That's right.
Hamm: Yeah, you said it.
Buzz: We'll get this straightened out. I'll go talk to Lotso about moving us to the other room.
(He clambers up a table, leaps to the bathroom door knob. It doesn't move)
Buzz: Blast. Try that one.
(Jessie leaps to the hallway door latch)
Jessie: It's locked!
(At the playground door, Slinky tests the door knob)
Slinky: Same here.
(Buzz drops down, points)
Buzz: Try the windows.
(Hamm, on the sill, examines a window lock)
Hamm: Negatory. It's a Fenster-Schneckler 380. Finest childproof lock in the world.
Mrs. Potato Head: We're trapped!
Buzz: Wait. Did anyone notice the transom?
Rex: What's a transom, Buzz?
(Buzz looks up -- atop the hallway door is an open transom)
Mr. Potato Head: Oh, great. How do we get up there?
(Buzz narrows his eyes, thinking)
(INT. CATERPILLAR CLASSROOM - LATER. The Toys hold a Fisher Price Corn Popper. Buzz, a loop of red yarn wrapped across his chest, stands at the rear)
Buzz: All right, everyone. On three! One, two...
Jessie: Three!
Buzz: Whoa!
(They take off, pushing the popper at top speed)
Jessie: Let go!
(The Toys drop away, leaving Buzz to jump onto the handle. The popper strikes an upturned table, lofting Buzz in the air. He grabs a string that runs across the room, using it like a zip-line. As he reaches the end, Buzz leaps off, expands his wings and flies towards a display of hanging paper-mache caterpillars, using their legs to swing from one to another. On the ground, Hamm makes signal)
Hamm: Go!
(Bullseye and Rex jump off a shelf, catapulting a broom forward. Buzz bounces off the broom, towards the transom. He flips, twists, and lands -- safe. The Toys rejoice)
REX: He did it!
HAMM: Yes, sir!
Jessie: Way to go, Buzz!
(Buzz casts part of his yarn down to the Toys. They run and grab it. Buzz turns to the hallway, stops. BUZZ POV -- In the hall below, a pair of tough Day Care Toys, TWITCH (Bug Man) and CHUNK (Rock Man) saunter past)
CHUNK: (CHUCKLING) Yeah, you think they had a fun playtime?
TWITCH: (SHUSHES) They might hear you.
(Buzz frowns)
(BARBIE GIGGLING)
(Buzz turns. Down the hall, Ken and Barbie say goodbye at the Butterfly Room door)
Ken: Okay, now you start.
Barbie: I...
Ken: Love...
Barbie: You.
Ken: See? That time, I said "love." Okay, now me first.
(CLOSE ON -- Buzz. He stifles a dry heave)
Barbie: Okay, okay, okay.
KEN: I...
BARBIE: Love...
KEN: You. You see what I mean? It changes every time.
Barbie: You are so smart.
(As the Tough Toys pass, they drag Ken away)
Twitch: Come on, Romeo. We're late.
BARBIE: I'll wait up for you.
KEN: Kisses!
(INT. HALLWAY - NIGHT. Buzz -- using the red yarn -- rappels down into the hall. He unties the yarn and steals off down the hallway. He reaches the Teacher's Lounge, approaches cautiously)
(INT. TEACHERS' LOUNGE - NIGHT. Buzz peeks in. Ken, Twitch and Chunk approach a vending machine. Ken opens the bottom flap and they all go inside. Buzz frowns. He walks to the vending machine. Suddenly -- strangely -- a cow MOOOOS. Buzz looks around, confused. Then he looks up. Silhouetted in the top of a glowing vending machine are Ken and the rest of his Gang. A Rooster crows: COCKADOODLE- DOO!! This is followed by MUFFLED LAUGHS and HUBBUB. Buzz approaches the machine. From inside come VOICES)
GANG: Yeah, all right! Let’s go again!
(Buzz pushes open the dispenser flap, climbs in. Above him, a pig OINKS loudly. More LAUGHS and GRIPES)
(INT. VENDING MACHINE - NIGHT. Buzz climbs up rows of candy bars and potato chips. He gets to the top, sneaks towards the light. In the top of the vending machine, a Gang of toys sits around a table)
KEN: All right, place your bets. Come on, everybody. Come on. Any splits?
TWITCH: Heya. Bring it here.
CHUNK: All right.
(The Gang throws batteries, Monopoly money, other items into a pot. Stretch the Octopus pulls the cord on a Farmer Says toy. As the arrow spins, the Gang roots for their bets)
KEN: Here we go. Come on, horsey, come on!
CHUNK: Come on, turkey, come on, turkey. Gobble, gobble, baby.
KEN: Come on, horsey.
Stretch: Come on, duck.
(Ken waves his hand over the table)
Ken: All right, that's it. No more bets.
CHUNK: Come on! Right here.
STRETCH: Let me have the duck, let me have the duck, let me have the duck!
(The spinning arrow stops on "Duck")
FARMER: Here is a duck.
(DUCK QUACKS)
Stretch: I won!
TWITCH: Ah, man!
(Stretch scoops up the pile of money. The others GROAN)
KEN: Well, Stretch takes the round.
Stretch: You lost! (LAUGHS)
(The game continues, Ken presiding)
Ken: Okay, minimum bet, five Monopoly. Coyote's wild.
STRETCH: Here, here. Two greens here.
KEN: Changing two double A's. (as he changes money:) Hey, what do you guys think of the new recruits? Any keepers?
SPARKS: Nah, disposable!
Stretch: Oh, please! Landfill!
Ken: Cowgirl? Dinosaur?
Twitch: Toddler fodder.
(They start placing bets again)
Ken: But that space guy, he could be useful.
(Buzz reacts, listening)
Chunk: He ain't the sharpest knife in the place where they keep the knives.
SPARKS: Neither are you, Chunk.
(LAUGHS. Twitch teases Ken)
Twitch: You got a little keeper yourself, didn't you, Ken?
Ken: Hey, lay off, Twitch. Barbie's different.
Stretch: Aw, Mr. Softy over here.
Chunk: What do you expect from a girl's toy?
(Ken stands, furious)
Ken: I'm not a girl's toy! I'm not! Why do you guys keep saying that?
(Twitch waves a hand)
Twitch: Ah, all them toys are disposable. We'll be lucky if they last us a week.
(Buzz reacts. He turns to go... And bumps into Big Baby. Big Baby tosses Buzz on the table. Ken smirks)
Ken: Well, well. Looky who we have here.
(The Gang quickly grabs and subdues him)
Buzz: Let me go!
(He struggles. Ken narrows his eyes)
Ken: Take him to the library.
BUZZ: No!
(A sock puppet is pulled over Buzz's head)
(INT. BONNIE'S BEDROOM - NIGHT. Bonnie sleeps -- toys tucked next to her. Woody carefully slips from under the covers. Bonnie stirs, moves her arm. Woody freezes, leg in the air. She settles back to sleep. Woody tiptoes across the bed, looks around the room. ZOOM IN -- Bonnie's backpack, hanging from her door handle. Woody pushes a chair to the door, climbs up, lifts a cape. The address on the backpack is revealed -- 1225 Sycamore)
Woody: (QUIETLY) 1225 Sycamore.
MR. PRICKLEPANTS: Psst.
(Woody turns. Bonnie's Toys are watching from the bed)
Mr. Pricklepants: Woody, what are you doing?
Woody: I gotta get outta here.
Trixie: You're leaving?
Buttercup: But didn't you have fun today?
Woody: Well, of course I did, more than I've had in years, but, you see, I belong to someone else.
(He holds up his boot, where "ANDY" is written)
Buttercup: Who's "Yid-nuh"?
Mr. Pricklepants: I believe it's pronounced "Yid-nay."
Dolly: Guys, it says "Andy."
Woody: He's my Bonnie. And he's leaving soon. I gotta get home.
Pea #3: Where's home?
Woody: Elm Street. 234 Elm. (thinking) You guys have a map?
Dolly: We're on it, cowboy. Trixie?
(Trixie giggles)
Trixie: I'll fire up the computer.
(INT. STORAGE CLOSET - NIGHT. The sock is pulled off Buzz's head. He's tied to a toy chair in a closet lit with an overhead bulb. In shadows, Lotso's Henchmen lurk. Buzz struggles to free himself)
Buzz: Unhand me, you cowards! I demand to talk to Lotso!
Ken: Zip it, Buck Rogers. You don't talk to Lotso till we say you can...
(Abruptly, the door opens. Lotso stands, astonished)
Lotso: Ken? What's goin' on here? Why is this toy tied up?
Ken: (STAMMERS) He got out, Lotso.
Lotso: "Got out"? Oh, no, no, no, no, no. "This isn't how we treat our guests.
(Lotso approaches Buzz, begins untying him)
Lotso: F-A-Oh, my Schwarz. There you go. I'm so sorry.
(He frees Buzz. Buzz stands, casting a dark look at Ken)
Buzz: Lotso, there's been a mistake.
Lotso: A mistake?
Buzz: The children in the Caterpillar Room are not age-appropriate for me and my friends. We respectfully request a transfer to the Butterfly Room.
Lotso: (gestures grandly) Well, request granted!
Ken: But, Lotso...
Lotso: Hush now, Kenneth. This toy's shown initiative, leadership. Why, I'd say we've found ourselves a keeper. (to others) Hear that, everyone? We got a keeper!
(Lotso lifts Buzz's arm -- World Champion! His Gang applauds dutifully. Lotso throws his arm around Buzz)
Lotso: We're calling you up to the big leagues, son. From now on, you'll have anything you want.
Buzz: Excellent. I'll go get my friends.
(Lotso stops)
Lotso: Whoa, whoa. Hold on there, boss. Those Caterpillar kids need someone to play with.
Buzz: But my friends don't belong there.
Lotso: Oh, none of us do, I agree. Which is why, for the good of our community, we ask the newer toys, the stronger ones, to take on the hardships the rest of us can't bear anymore.
(Buzz frowns)
Buzz: Well, I guess that makes sense.
(Lotso smiles)
Buzz: But I can't accept. We're a family. We stay together.
(Lotso's smile fades)
Lotso: Family man, huh? I understand. (sharply) Put him back in the timeout chair.
(Big Baby grabs Buzz and slams him into the toy chair)
BUZZ: What are ya... Unhand me!
Lotso: Bring in the Bookworm.
(Ken whistles. A RUSTLING from a shelf above, where rows of files are cluttered)
BOOKWORM: Ah! Here it is.
(An aged Toy -- The Bookworm -- pushes aside files)
Bookworm: It was filed under "Lightyear."
(He tosses a small booklet down to Lotso. Lotso opens the booklet, flips through it. Buzz looks close, reacts -- it's a Buzz Lightyear Instruction Manual)
LOTSO: Let's see here. "Accessories. Maintenance." Oh. Here we go. (reading) "Remove screws to access battery compartment."
Buzz: What are you doing?
(Big Baby pushes Buzz down, holding him while Sparks opens Buzz's battery compartment. Screws drop to the floor)
BUZZ: Stop! Let go of me! Ow!
Lotso: (reading) "To return your Buzz Lightyear action figure to its original factory settings..."
Buzz: No!
Lotso: "...slide the switch from Play to Demo."
(Lotso looks up, nods. Twitch looks -- inside the panel is a MODE switch. He reaches for it. Buzz struggles)
BUZZ: Stop! No! No! No!
(INT. CATERPILLAR ROOM - NIGHT. The Toys sit near the door. The echo of Buzz's scream is heard. They turn)
Jessie: (GASPS) What was that?
Hamm: Sounds like it came from the hall.
Mrs. Potato Head: I'll see what it was.
(She marches to the door and plucks out her remaining eye. She holds it under the door, sweeping it back and forth)
(INT. HALLWAY - NIGHT. Mrs. Potato Head's Eye, held by her hand, looks up and down the hallway)
(INT. CATERPILLAR ROOM - NIGHT. The Toys gather around her)
JESSIE: What do you see? Anything?
(POV, PANNING -- The hall is dark and empty. Suddenly, a VISION of Andy in his room FADES IN over the dark hallway)
MRS. POTATO HEAD: No, just a dark hallway and... (GASPS) Wait. Wait! I see Andy!
(The other Toys look at each other, disbelieving)
Jessie: What?
Mr. Potato Head: That's impossible.
Mrs. Potato Head: No, no, I really see him. In his room. (realizing) (GASPS) My other eye! The one I left behind.
(She concentrates fiercely)
(INT. ANDY'S ROOM - NIGHT - POV. From under the bed, we SEE college boxes piled up by the open door. Andy crosses frame, carrying another box)
MRS. POTATO HEAD: This is so weird. He's packing up. Uh-oh. Oh, here comes Buster.
(Buster sniffs under the bed, right toward her eye)
MRS. POTATO HEAD: Out of the way! Get away!
(Buster yawns, turns, and walks out of FRAME)
MRS. POTATO HEAD: Okay, Andy's out in the hall. He's looking in the attic. Wait, there's Mom. Why is he so upset?
(Andy gestures -- I left the Toys right here! Mom shrugs. Andy picks up a trash bag. Then Andy's Mom remembers -- her hands fly to her face. Andy slaps his forehead)
MRS. POTATO HEAD: Oh, no! Oh, this is terrible!
(INT. CATERPILLAR ROOM - NIGHT. Mrs. Potato Head puts her eye back in, looks at the others)
Mrs. Potato Head: He's looking for us. Andy's looking for us!
Jessie: He's looking for us?
Rex: So Andy does want us. I knew it! I just knew it!
(Rex picks up an Alien, does a happy dance)
Mrs. Potato Head: I think he did mean to put us in the attic.
Slinky: Well, then, Woody was telling the truth.
Mr. Potato Head: Holy cow!
Hamm: And you didn't believe him.
Mr. Potato Head: Hey, you didn't believe him first!
(Jessie stands -- fire in her eyes)
Jessie: Guys, we gotta... We gotta go home!
(CREAK -- A door opens. Light spills in. The Toys turn. Lotso saunters in with his Gang)
Jessie: Lotso!
Lotso: Hey, there. How y'all doin' this fine evenin'?
Jessie: (SIGHS) Thank goodness!
(Jessie rushes to him. The others follow)
Jessie: Have you seen Buzz?
Mrs. Potato Head: There's been a mistake. We have to go.
Lotso: Go? Why, you just got here. In the nick of time, too. We were runnin' low on volunteers for the little ones. They just love new toys, now, don't they?
Mr. Potato Head: "Love"? We've been chewed, kicked, drooled on.
Mrs. Potato Head: Just look at my pocketbook!
(She holds up her chewed purse. Lotso bends down, amused)
Lotso: Hmm. Well, here's the thing, sweet potato. You ain't leavin' Sunnyside.
Mrs. Potato Head: "Sweet potato"! Who do you think you're talking to?  I have over 30 accessories, and I deserve more respect...
(Abruptly, Lotso yanks her mouth off. Everyone is shocked)
Lotso: Ah... That's better.
(Lotso's Henchmen snicker)
Mr. Potato Head: Hey, no one takes my wife's mouth, except me. Give it back, you furry air freshener!
(He steps up to retrieve the mouth. Lotso holds it above him. He finally grabs it. Jessie heads for the door)
Jessie: Come on, guys. We're goin' home.
Lotso: Whoa there, missy. You're not goin' anywhere.
Jessie: (over her shoulder) Oh, yeah? And who's gonna stop us?
(Jessie almost collides with a blank-faced Buzz, stepping from the shadows. Jessie and the others are thrilled)
Rex: Buzz! You're back!
(He runs -- arms open -- to greet him. Buzz makes a Kung-Fu sound, strikes a pose)
REX: Buzz?
(WHAM!!! Buzz tackles Rex, slamming him to the floor)
Jessie: Hey!
(Buzz leaps)
HAMM: Look out!
(Buzz kicks, spins the Toys around, and knocks their legs from under them)
Slinky: Buzz!
(The Toys fall to the floor, stunned. Buzz stands atop them, salutes)
Buzz: Prisoners disabled, Commander Lotso!
Jessie: Buzz, what are you doing?
Buzz: Silence, minions of Zurg! You're in the custody of the Galactic Alliance!
Rex: "Zurg"?
Mr. Potato Head: "Galactic Alliance"?
Hamm: Oh, boy.
Lotso: Good work, Lightyear. Now, lock 'em up!
Buzz: Yes, sir!
(JUMP CUTS -- Buzz and Lotso's Gang herd the Toys into the room's wire-mesh cubbies. Jessie fights back -- taking out Chunk and Sparks. Stretch grabs her from behind, puts her in a wire cubby, shuts it)
Stretch: Where do you think you're going?
(Jessie reaches through the cubby wire to Buzz's shoulder)
Jessie: Buzz! We're your friends!
(He swats her hand away)
Buzz: Spare me your lies, temptress. Your emperor's defeated, and I'm immune to your bewitching good looks.
(He turns, ramrod straight, and walks off. Big Baby lifts Mrs. Potato Head to a cubby. Mr. Potato Head intercedes)
Mr. Potato Head: Hey, Mongo! Keep your paws off my wife!
(Big Baby drops Mrs. Potato Head in the cubby, turns and picks up Mr. Potato Head)
Mr. Potato Head: Hey! Let go of me, you drooling doofus!
(Lotso steps in)
LOTSO: Not him. I think this potato needs to learn himself some manners. Take him to the box.
(Big Baby hoists Mr. Potato Head up and toddles off)
Mr. Potato Head: Hey! Put me down, you moron! Where are you taking me? Bad baby! Bad baby!
(They toddle past Barbie as she enters the room, confused)
Barbie: Ken? What's going on?
Ken: Barbie! I told you to wait in the Dream House.
(Ken puts an arm around her, leading her out)
Barbie: What are you doing to my friends?
(Barbie looks over her shoulder as Sparks the Robot tosses an Alien into a cubby)
TWITCH: Get in there!
(Twitch slams it shut. Barbie slaps Ken's arm away and turns to join the Toys in solidarity. Ken tries to grab her)
Ken: Barbie, wait!
Barbie: Don't touch me. We're through!
(She stalks off)
Ken: Barbie! I did...
(Ken is devastated. Then Barbie turns, walks back to him. He smiles)
Barbie: And give me my scarf back!
(She yanks the ascot off his neck)
Ken: Ow!
(Barbie is slammed into a cubby. Lotso surveys the room)
Lotso: Lightyear! Explain our overnight accommodations.
Buzz: Sir, yes, sir!
(Buzz strides past the Toys, each trapped in a cubby)
Buzz: Prisoners sleep in their cells. Any prisoner caught outside their cell spends the night in the box.
(EXT. PLAYGROUND - NIGHT. Mr. Potato Head is carried to a covered sandbox. Big Baby lifts the sandbox cover, tosses Mr. Potato Head in. Mr. Potato Head reaches out, begging for mercy...)
BUZZ: Roll call at dusk and dawn. Any prisoner misses roll call, spends the night in the box.
(...Big Baby lowers the lid, closing into BLACKNESS)
(INT. CATERPILLAR ROOM - NIGHT. Buzz rattles off the rules. Jessie grows impatient)
Buzz: Prisoners do not speak unless spoken to. Any prisoner talks back, spends the night...
Jessie: In the box! We get it.
(Buzz whips around. Lotso puts a calming hand on him)
Lotso: At ease, soldier. They're neutralized. But remember, they'll say anything to make you doubt yourself.
Buzz: Don't worry, Commander. Any doubt I had got pounded out of me at the academy.
(Lotso climbs on a podium of ABC blocks -- jovial, relaxed)
LOTSO: Listen up, folks. We got a way of doin' things here at Sunnyside. If you start at the bottom, pay your dues, life here can be a dream come true! But if you break our rules, step outta line, try to check out early, well, you're just hurtin' yourselves.
(He takes out Woody's hat, tosses it. It slides across the floor to Jessie's cubby. The Toys gasp in horror)
Jessie: Woody! (to Lotso) What did you do to him?
(Lotso sits back in his truck bed, taps his cane)
Lotso: You all get a good night's rest. You got a full day of playtime tomorrow.
(Lotso chuckles as he and his cronies drive off. Buzz remains behind, standing guard over the "cell block". The Toys grasp the bars of their cubbies -- the horrible truth of their situation hitting home)
(INT. KITCHEN - NIGHT. CLOSE ON -- A computer keyboard. Woody types an address)
Woody: 1225 Syca...
(BLOOP -- Suddenly, an IM WINDOW pops up on the SCREEN)
Woody: Who's Velocistar237?
(Trixie pushes in)
Trixie: Oh! That's just a dinosaur toy down the street. That's nothing. Let me just take care of that. (beat) Just a dinosaur.
(Woody finishes typing)
Woody: All right. Sycamore. Okay, enter!
(Trixie hits the Return. Slowly, a map begins to assemble)
Woody: Please don't be far. Please, please!
(The map resolves itself. The route to Andy's house is a short "Z" -- less than two blocks away. Woody is amazed)
Woody: Right around the corner? It's right around the corner!
Trixie: Yay!
(Ecstatic, he hugs Bonnie's toys, leaps off the desk, does a happy dance across the floor, strides to the kitchen door)
Woody: I'm going to college! Look at me! I'm big toy on campus! Hello! Hey, I'll see you at the sock hop.
Dolly: Okay, Potsie.
(Woody starts to slip through a pet door)
Woody: Hey, listen. If any of you guys ever get to Sunnyside Daycare, you tell 'em Woody made it home.
(Bonnie's Toys gasp)
Dolly: You came from Sunnyside?
Trixie: But how'd you escape?
Woody: Well, it wasn't easy. What do you mean "escape"?
(Bonnie's Toys trade glances. Mr. Pricklepants steps forward)
Mr. Pricklepants: Sunnyside is a place of ruin and despair. Ruled by an evil bear who smells of strawberries.
Woody: Lotso?
Buttercup: The guy may seem plush and huggable on the outside, but inside, he's a monster.
Woody: But... How do you know that?
Mr. Pricklepants: Chuckles. He'll tell you.
(They turn -- with awe and respect -- to a toy clown, Chuckles, sitting on a sill, staring grimly out the window. Woody steps forward)
CHUCKLES: Yeah, I knew Lotso. He was a good toy. A friend. Me and him, we had the same kid, Daisy.
(INT. DAISY'S LIVING ROOM - DAY - FLASHBACK. A freckle-faced five-year-old, DAISY, unwraps a gift under a Christmas tree and finds a fresh, smiling Lotso inside)
CHUCKLES: I was there when Lotso got unwrapped.
(She hugs him -- love at first sight)
CHUCKLES: Daisy loved us all. But Lotso, Lotso was special.
(INT. DAISY'S HOUSE - DAY - FLASHBACKS. QUICK CUTS: Daisy takes Lotso everywhere -- jumping through a lawn sprinkler; pushed on a swing; in bed while she reads to him, etc. He gazes lovingly at her)
CHUCKLES: They did everything together. You've never seen a kid and a toy more in love.
(EXT. STATION WAGON - DAY - FLASHBACK. Daisy sits in the back of a station wagon, Lotso in her lap. Big Baby and Chuckles are buckled in beside them)
CHUCKLES: One day, we took a drive.
(EXT. REST STOP - DAY - FLASHBACK. At a rest stop, Daisy's Family has lunch in the grass while Daisy plays happily with Lotso, Chuckles, and Big Baby)
CHUCKLES: Hit a rest stop. Had a little playtime.
(Daisy's Mom waves a sandwich. Daisy puts down the Toys and runs to join her family. A sleeping Daisy is carried to the car)
CHUCKLES: After lunch, Daisy fell asleep.
(A seat belt is clicked around the sleeping Daisy. The car drives off. Daisy's Toys sit up, their worst fears come true. Lotso peers down the road, keeping vigil as the sun sets. Days pass. Rain falls. The forgotten Toys remain)
CHUCKLES: She never came back.
(CLOSE -- A heart-shaped pendant reads, "My heart belongs to..." A child's writing shows Daisy's name and address. Lotso reads the pendant, hung around Big Baby's neck. He sets off across the fields. Chuckles and Big Baby follow)
CHUCKLES: Lotso wouldn't give up. It took forever, but we finally made it back to Daisy's.
(EXT. DAISY'S HOUSE - DUSK. Lotso, Chuckles and Big Baby stand in the bushes outside Daisy's window -- muddy, worn. Big Baby boosts Lotso and Chuckles to the window sill. They peer in. Through the window, Daisy lies in her bed, reading a picture book)
CHUCKLES: But by then, it was too late.
(FAST ZOOM -- Tucked beside her is a brand-new Lotso Bear. TRACK IN ON -- Lotso. His Universe is shattered. Lotso drops from the window. Rain begins to fall)
CHUCKLES: Something changed that day inside Lotso. Something snapped.
(Lotso's face hardens. Big Baby stares -- uncomprehending)
Lotso: She replaced us. Come on!
(He turns to go, but Big Baby and Chuckles stay put)
Young Chuckles: No, she only replaced you!
(Lotso turns on Chuckles)
Lotso: She replaced all of us. Didn't she?
(Chuckles shrinks back, cowed. Big Baby looks at the pendant, turns and begins climbing up towards Daisy's window. Lotso walks back to Big Baby and yanks him down)
Lotso: She don't love you no more! Now come on!
(He rips the pendant off, throws it away, and stalks off. Chuckles and Big Baby are left behind -- heart-broken)
(EXT. TRUCK BUMPER - NIGHT. Lotso, Chuckles, and Big Baby hunch in the red, tail-lit glow of the bumper of a delivery truck as it drives through swirling rain. Their eyes are dead, hopeless)
CHUCKLES: We were lost. Cast off. Unloved. Unwanted.
(The truck hits a pothole, knocking them off the bumper. They hit the pavement, tumble into a puddle in front of...)
(EXT. SUNNYSIDE DAY CARE, FRONT ENTRANCE - NIGHT. It's dark. Rain pours. Lotso, Chuckles, and the Baby lift their faces from the puddle. A FLASH of lightning reveals the Sunnyside Day Care Center)
CHUCKLES: Then we found Sunnyside. But Lotso wasn't my friend anymore.
(Lotso stands, eyes narrowed. He limps towards the Day Care. Chuckles and Big Baby watch from the puddle. Lightning FLASHES)
(INT. KITCHEN - DAWN. Chuckles, remembering. Woody listens, rapt)
Chuckles: He wasn't anyone's friend. He took over Sunnyside and rigged the whole system.
(He reaches in his pocket, pulls out Big Baby's pendant)
Woody: So how'd you get out?
Chuckles: I got broke. Bonnie found me, took me home. Other toys, they weren't so lucky. (voice quavers) It ain't right what Lotso done. New toys, they don't stand a chance.
(Woody looks up)
Woody: But my friends are in there.
Buttercup: You can't go back.
Mr. Pricklepants: Returning now would be suicide!
Dolly: But what about your Andy?
Trixie: Isn't he leaving for college?
(TRACK IN ON -- Woody, torn)
(INT. CATERPILLAR ROOM - DAWN. The room is still. A HARMONICA plays mournfully. TRACK down the cubbies -- The Toys grip the bars, forlorn. CRANE TO REVEAL Hamm, playing the harmonica. Suddenly, Buzz pounds on Hamm's cubby)
Buzz: Quiet, musical hog! Knock it off!
(Hamm stops playing, sighs. Buzz moves off. Bullseye looks at Woody's hat, whimpers sadly. Jessie pats his muzzle)
Jessie: Oh, Bullseye. I miss Woody, too.
(She turns away, bows her head)
Jessie: But he ain't ever comin' back.
(Jessie lifts her boot, revealing "ANDY" written underneath. Her eyes fill with regret. The bathroom door bursts open. A Tonka truck races in the room -- Lotso in the back, his Gang hanging off the sides, WHOOPING it up. The truck comes screeching to a stop)
Lotso: Rise and shine, campers!
(Buzz snaps to attention, salutes)
Buzz: Commander Lotso, sir! All quiet, nothing to report.
Lotso: Excellent, Lightyear. Come on. We need ya back at Star Command.
(Buzz hops in the back of the truck)
Mrs. Potato Head: Wait! What've you done with my husband?
Lotso: Big Baby.
(Big Baby steps forward and tosses a dazed Mr. Potato Head into the room -- coughing, groaning, covered in sand. The Toys gasp. Mrs. Potato Head reaches out)
MRS. POTATO HEAD: (GASPS) Sweetheart!
Mr. Potato Head: (GROANING) It was cold and dark. Nothing but sand and a couple of Lincoln Logs.
Hamm: Uh, I don't think those were Lincoln Logs.
(Lotso addresses the room)
Lotso: You all get ready. You got a play-date with destiny!
(A BELL -- Ringing. Bonnie runs down the hall and enters the Butterfly Room)
(INT. BUTTERFLY ROOM - DAY. The room thrums with the happy CHATTER of young kids. Bonnie drops off her backpack at the lockers, rushes off. STAY on her backpack. It unzips. Woody peers out, then surreptitiously scrambles to the top of a bookshelf)
(INT. CEILING CRAWL SPACE, BUTTERFLY ROOM - DAY. Woody pushes aside an acoustic panel, climbs in the crawl space above the tiles, and slides the panel back in place. O.S. -- Children's SHRIEKS. Woody turns)
(INT. CEILING CRAWL SPACE, CATERPILLAR ROOM - DAY Crawling, Woody follows the noise, puts his ear to a tile)
(INT. CATERPILLAR ROOM - DAY. Woody pulls up the ceiling tile and drops onto an empty reading loft, furnished with pillows and bean bag chairs. He creeps to the edge of the loft and scans the room. POV -- Below, a Toddler uses Rex to hammer a bongo drum. Another Toddler holds a Potato Head in each hand, then smashes them to the ground. Their pieces scatter. A child swings Jessie by her hair, releases her. Jessie slams into a wall, drops to the floor. Woody is horrified. Then, off-screen, a toy-phone bell RINGS. Woody turns. A Fisher Price Phone, The Chatter Telephone, wheels into view. He RINGS again, drops his receiver, retreats into shadows. Woody creeps to the phone, lifts the receiver)
Woody: Uh, hello?
(The Chatter Telephone's voice is hoarse and grizzled)
CHATTER TELEPHONE: You shouldn't have come back, cowboy. They've cracked down hard since you left. More guards, more patrols. You and your friends ain't ever getting out of here now.
Woody: I made it out once.
Chatter Telephone: You got lucky once. Want my advice? Keep your heads down. You'll survive.
Woody: Yeah, for how long?
Chatter Telephone: (squints like Clint) I've been here years. They'll never break me. There's only one way toys leave this place.
(The Chatter Telephone rolls forward. Through the window, the Janitor -- across the yard -- dumps the broken Toy Train into a trash chute. Woody shudders -- he's just witnessed a Toy death)
Chatter Telephone: Poor fella. Trash truck comes at dawn. Then it's off to the dump.
(Woody bends down, respectful)
Woody: Look, I appreciate your concern, old-timer. But we have a kid waiting for us. Now, we're leaving. If you'd help us, one toy to another, I'd sure be grateful.
(The Chatter Telephone sighs)
Chatter Telephone: Well, if you're gonna get out, first thing you gotta get through's the doors.
(SHOTS -- FAST TRACKING IN on knobs of the playground door; the hall door; the office door. Each door is shut and locked. Keys are left dangling on a hook in the office)
CHATTER TELEPHONE: Locked, every night. Inside and out. Keys are left on a hook in the office.
WOODY: Got it. What else?
(SHOTS -- Night. Toy Trucks patrol the empty halls of the Day Care. Outside, Trucks patrol the deserted playground)
CHATTER TELEPHONE: Lotso has trucks patrolling all night long. Hallway, lobby, playground.
WOODY: Yeah, yeah, yeah. What about the wall?
(SHOTS -- TRACKING along the mural-covered cinder block wall)
CHATTER TELEPHONE: Eight-feet high. Cinder block. No way through it. You go over or under.
(Woody frowns)
Woody: That's it? Doesn't seem so bad.
Chatter Telephone: It's not. Your real problem's the monkey.
(INT. OFFICE - NIGHT. A TOY CHIMP sits at the console of security monitors)
CHATTER TELEPHONE: The monkey's the eye in the sky.
(CLOSE ON -- THE MONKEY'S EYES. The bank of monitors is reflected in them
CHATTER TELEPHONE: He sees everything.
(INT. CATERPILLAR ROOM - NIGHT. A Toy Bunny slips through the bars of his cubby, scampers toward the hallway door)
CHATTER TELEPHONE: Classrooms.
(INT. OFFICE - NIGHT. The Monkey, staring at the security monitors, sees the Bunny on screen, bares his teeth and SCREECHES, presses the PA button, and begins furiously banging his cymbals)
(INT. CATERPILLAR ROOM - NIGHT. The Bunny -- busted -- freezes and looks around in a panic. The hall door opens and Lotso and his Gang step in. Big Baby lurches toward the Bunny menacingly)
(INT. HALLWAY - NIGHT. A Patrol Truck passes down a dark hallway. A Toy Penguin, hidden, peeks out of a potted plant, jumps to the floor)
CHATTER TELEPHONE: Hallways.
(He waddles for the front door. ZOOM UP to a security camera at the end of the hall)
(INT. OFFICE - NIGHT. The Monkey sees the Penguin, hits the PA button, and begins SCREECHING and banging cymbals)
(INT. HALLWAY - NIGHT. The Penguin is surrounded by Patrol Trucks. He puts his wings up. Big Baby pushes his way through the trucks, intent on meting out prompt and thorough justice)
(EXT. PLAYGROUND - NIGHT. A trio of Plushies use a dart gun to fire a dart, tied with string, over the wall. They begin scaling the wall)
CHATTER TELEPHONE: Even the playground.
(INT. OFFICE - NIGHT. The Monkey sees the Plushies, SCREECHES his alarm)
(EXT. PLAYGROUND - NIGHT. A spotlight hits the Plushies. Within the spotlight rises the silhouette of Big Baby, arms lifted)
(INT. CATERPILLAR ROOM - DAY. The Chatter Telephone lays it on the line for Woody)
Chatter Telephone: You can unlock doors, sneak past guards, climb the wall, but if you don't take out that monkey, you ain't going nowhere. You wanna get out of here? Get rid of that monkey!
(INT. CATERPILLAR ROOM - DAY. A bell RINGS. The Toddlers -- playing rough -- look up)
Teacher: Recess! Come on, kids!
(She opens the playground door. The Toddlers drop the Toys, rush outside. The Teacher hits the lights, closes the door. Jessie and the Toys sit up, groaning and aching)
WOODY: Psst! Psst! Hey, guys.
(They look over. From a puppet theater, Woody waves)
Jessie: Woody?
Rex: Woody!
Jessie: Woody!
(They quickly run and gather around him, rejoicing)
MR. POTATO HEAD: Hey, hey, hey, buddy!
MRS. POTATO HEAD: Thank goodness!
SLINKY: You're alive!
Woody: 'Course I'm alive! (sees Bullseye) Hey, my hat!
(Woody takes his hat from Bullseye, puts it on)
Woody: Wait, where's Buzz?
Rex: Lotso did something to him!
Slinky: He thinks he's a real Space Ranger again.
Woody: Oh, no.
HAMM: Oh, yes. Return of the astro-nut.
Jessie: Oh, Woody, we were wrong to leave Andy. I was wrong.
Mr. Potato Head: Jessie's right, Woody. She was wrong.
Woody: No, no, it's my fault for leaving you guys. From now on, we stick together.
(The Toys smile, reassured)
Slinky: But Andy's leavin' for college.
Jessie: College? Hog-tie the mailman! We gotta get you home before Andy leaves tomorrow!
Hamm: Tomorrow? But that means...
Woody: It means we're busting out of here, tonight.
Mrs. Potato Head: What? Impossible!
Rex: But there's no way out of here!
Woody: No, there is one way out. One way.
(He turns. RACK FOCUS -- Through the window is the trash chute on the maintenance shed. Woody turns to the Toys. They huddle)
Woody: Okay, here's what we're gonna do.
(INAUDIBLE)
(INT. CATERPILLAR ROOM - NIGHT. Ken, dapper in an evening robe, conducts his nightly roll call. He's trailed by Buzz. Big Baby stands guard)
KEN: Springy dog.
SLINKY: Present.
KEN: Green guys.
(ALIENS SQUEAKING)
KEN: Cowgirl.
JESSIE: Here.
KEN: Horse.
(BULLSEYE NEIGHING)
Ken: Piggy bank.
Hamm: Yo.
(INT. CEILING CRAWL SPACE, CATERPILLAR ROOM - NIGHT. From above, Woody watches through a ventilation grate)
KEN: Tyrannosaurus.
REX: Here.
KEN: Barbie.
BARBIE: Here.
(INT. CATERPILLAR ROOM - CONTINUOUS. Ken strolls on)
Ken: Potato Head. Potato Head?
(Silence. Buzz backs up, looks in the cubby)
Buzz: Hey! Hey! Tuberous root-man! Wake up!
(Buzz rattles the bars. An actual potato rolls to the front of the cubby -- a dummy potato, as it were)
Buzz: (GASPS) Impossible!
(A NOISE. Ken and Buzz turn. Mr. Potato Head is at the window, struggling with the locks)
Buzz: Hey!
(Mr. Potato Head sees he's been spotted. He jumps off the sill and sprints to the bathroom door. Buzz and Ken run across the room. Big Baby toddles after them. As they EXIT FRAME we TILT UP to find... Woody, in a hanging light, takes out a pipe cleaner, bends it, uses it to snag the clothing line of kids' paintings. Mr. Potato Head reaches the bathroom, bangs on the door, then turns to face Buzz, Ken, and Big Baby. They surround him)
(INT. FRONT OFFICE - NIGHT. The Monkey, at the security console, sees Buzz and Ken corner Potato Head. He leans in to watch)
KEN: Little late for a stroll, eh, Potato Head?
Mr. Potato Head: That's Mr. Potato Head to you, smoothie.
(PAN and ZOOM past the distracted Monkey to another monitor. On it, Slinky slips out of his cubby cell)
KEN: Well, well, well. You're turning out to be quite the troublemaker, aren't you?
(INT. CATERPILLAR CLASSROOM - NIGHT. Behind Ken and Buzz, Slinky runs to the middle of the room)
KEN: What did you think you were gonna do? Waltz right out of here?
(Woody grabs a bag of marbles, grasps the clothesline, jumps)
MR. POTATO HEAD: Yeah, and I would've got away with it, too, if it weren't for you meddling toys!
(Woody lowers via the clothesline, drops the bag of marbles, grabs Slinky, and ascends back up to the ceiling)
Mr. Potato Head: You ascot-wearing pink-noser! You're not a toy! You're an accessory! You're a purse with legs.
(He kicks Ken. Ken yelps, turns to Big Baby)
Ken: Ow! Take him back to the box.
(Big Baby grabs Potato Head, lifts him off the ground)
Mr. Potato Head: No! No, not the box! I'm sorry. I didn't mean it! I like ascots. Really. No, no, no!
(They disappear through the bathroom door)
(INT. CEILING CRAWL SPACE - NIGHT. Woody and Slinky watch as Mr. Potato Head is dragged off. They close the ceiling panel)
Woody: Okay, check.
(INT. CATERPILLAR CLASSROOM - NIGHT. Ken turns to Buzz)
Ken: Good work, Lightyear. All right, resume your, uh, space-guy-thingy.
Buzz: Yes, sir, well-groomed man!
(He salutes, departs. Ken turns to go)
BARBIE: Ken! Ken?
(Ken stops. Barbie waves to him. Ken looks around, then approaches warily. Barbie is tearful)
KEN: What do you want?
Barbie: I can't take it here, Ken. I wanna go to the Butterfly Room. With you!
Ken: Yeah, well, you should've thought of that yesterday.
Barbie: I was wrong. I wanna be with you, Ken, I do. In your Dream House. (SOBBING) Please take me away from this! Take me away!
(She breaks down sobbing. Ken is torn. Finally, he gives in -- no match for a woman's tears)
Ken: Darn it, Barbie!
(He moves closer, speaks low)
Ken: Okay, but things are complicated around here. You gotta do what I say.
Barbie: (tears of gratitude) I will, Ken! I promise!
(Satisfied -- and a little smug -- he pulls open the cubby)
(INT. SANDBOX - NIGHT. Big Baby opens the lid of the Sand Box)
Mr. Potato Head: Wait. I'll do anything! I'll change your diapers!
(Big Baby tosses Potato Head in, lowers the lid)
(EXT. PLAYGROUND - NIGHT. Big Baby turns and walks off. STAY ON the sand. TRACK IN to find a wood knot in the side of the box. It pops out, falls to the ground. Mr. Potato Head's hand emerges, clutching his eye. It looks around. One by one, Mr. Potato Head's parts fly out the hole and land on the ground, next to the sandbox)
(INT. FRONT OFFICE - NIGHT. The Monkey sits motionless, staring maniacally at the security monitors. The only sound is a TICKING clock. Woody, clutching a pouch, drops into FRAME behind the Monkey as Slinky, holding Woody's ankles, lowers Woody head-first. Woody -- dangling -- begins swinging closer and closer to the Monkey. The Monkey frowns at a reflection in the monitor. The Monkey whips around, SCREECHING. Slinky slips. He and Woody land on the Monkey, knocking the mic to the ground. The Monkey HISSES, leaps off the desk, runs for the mic. Woody lunges for the Monkey, but misses. He grabs the microphone cord and whips it, tripping the Monkey. Woody grabs the Monkey. The Monkey flips himself on top of Woody and starts crashing his cymbals against Woody's head)
Woody: Go get the tape!
(Slinky runs to a Scotch tape dispenser, grabs the tape with his teeth, heads back toward Woody. The Monkey turns, sees Slinky charging, tape in his mouth. He SCREECHES)
(INT. KEN'S DREAM HOUSE, BUTTERFLY ROOM - NIGHT. Ken and Barbie ride the Dream House elevator to the top floor. Ken opens the door)
KEN: And this is where the magic happens.
(FAST PULL BACK to REVEAL the living room of his Dream House. Racks of clothes line the walls. Barbie gasps)
Barbie: Look at all your clothes! I can't believe you never brought me up here!
(Barbie flips through the racks. Ken joins her)
Barbie: Tennis whites? Mission to Mars!
KEN: I know, I know, I know. Check this out! Kung fu fighting. Campus hero with matching sports pennant, huh?
Barbie: (GASPS) Flower power! Oh, Ken!
(Ken pivots away, his mood turning to melancholy reflection)
Ken: No one appreciates clothes here, Barbie. (then, bitter:) No one.
(Barbie walks up behind him)
Barbie: Ken, would you model a few outfits for me? Just a few?
(Ken is stunned -- no one's ever asked this of him. Throbbing DISCO begins)
(FASHION MONTAGE -- QUICK CUTS. Ken emerges from behind a screen, sporting some of the most insane Ken outfits ever -- '90s, '80s, '70s, even 1960s -- with matching accessories. Ken strikes just the right pose for each outfit -- slinging a jacket over his shoulder; doing "The Frug" in a fringe vest; polka-ing in Lederhosen; scuba moves; break dancing. Barbie sits watching, enthralled. She laughs, claws her hand, growls like a cat. Finally, she applauds wildly. Ken grins -- exceptionally pleased with himself)
(INT. OFFICE - NIGHT. Woody and Slinky finish taping up the struggling Monkey. Slinky opens a desk drawer. Woody rolls the Monkey in. Slinky pushes it closed)
Slinky: Go get the key.
(Woody runs to a bulletin board above the desk)
Woody: Where is it, where is it? Where's the key? Where's the key?
(He finds the keys, buried under push-pinned papers)
Woody: Bingo!
(Slinky toggles a security camera joystick)
(INT. CATERPILLAR ROOM - NIGHT. Jessie sees the security camera panning back and forth. She turns, whispers)
Jessie: Yodel-ay-hee-hoo!
(A few cubbies down, Hamm and Rex share a look. ANGLE -- Buzz, patrolling...)
HAMM: Hey! What do you think you're doing?
(Buzz stops, turns. In the cell, Hamm plugs his cork into his belly)
Hamm: I told you, keep your hands off of my stuff!
(Rex raises his fists, trying to sound tough)
Rex: Make a move, porky!
(Hamm jumps Rex. They grapple. Buzz runs over)
Buzz: Hey, hey, hey! No fighting! Break it up!
(He pulls the "cell" from the cubby and they tumble out)
HAMM: Take that, walnut-brain. No wonder you're extinct.
(Jessie and Bullseye steal out of their cubbies while Buzz gets between Hamm and Rex, holding them apart)
Buzz: Hey, you can't hit each other. That's my job!
JESSIE: Yoo-hoo!
(Buzz looks up. Jessie and Bullseye stand on a bookcase above him, holding an empty, clear plastic toy bin. They leap, slamming the bin over Buzz. Hamm and Rex leap on top of it, pinning it to the floor)
Buzz: (muffled) Help! Prison riot!
(Buzz FIRES his laser in a circle at the side of the bin. He charges at the wall, hits it, and falls over. Jessie turns to Bullseye)
Jessie: Get the tortilla.
(Bullseye heads to a locker, pulls out a lunch box. Jessie opens it. Inside is a tortilla. Jessie grabs it, dashes to the door, slides it under. She knocks and runs off)
(EXT. PLAYGROUND - NIGHT. The tortilla lays outside. From the shadows, one of Mr. Potato Head's arms appears, crawls over, grabs the tortilla, and drags it into the darkness. One by one, the parts implant themselves in the tortilla. The Tortilla stands unsteadily, looks around, blinks, then heads off across the playground)
INT. KEN'S DREAM HOUSE, BUTTERFLY ROOM - NIGHT. Ken -- headband on -- is behind a shoji screen)
KEN: Ready?
BARBIE: Ready.
(Ken leaps from behind the screen in a Karate Gi and does a series of fighting moves, kicking and punching the air)
Ken: Haiii-Yaaa! Wah! Whaaa-aaa-aaa --
(He freezes mid-pose. Barbie isn't there)
Ken: Uh, Barbie?
(Barbie leaps out of nowhere, tackling Ken. Ken lands on his chest. Barbie grabs his head, spins it 180 degrees)
Barbie: No more games, Ken! What did Lotso do to Buzz? And how do we switch him back?
(Ken is secretly thrilled to have Barbie straddling his chest, talking tough. He is defiant)
Ken: You can't make me talk. You can't!
(Barbie glares at him, eyes narrowing. Ken -- unable to contain his excitement -- blurts out:)
Ken: But I'd like to see you try.
(INT. HALLWAY - NIGHT. A Security truck patrols the hall. As it passes, the office door opens. Woody peers out)
(INT. OFFICE - NIGHT. Slinky is poised with a key attached to a rubber-band sling shot. Slinky pulls it back. Woody signals "Go!" Slinky releases the slingshot. It shoots the key under the door, across the hall and into the Caterpillar Room)
(INT. CATERPILLAR ROOM - NIGHT. Jessie stops the key with her boot, picks it up)
(EXT. PLAYGROUND - NIGHT. Mr. Potato Head hoists himself up a tricycle and onto a classroom window ledge. He peers in. Inside the Butterfly Room, Lotso is asleep. Potato Head turns and uses the trike's mirror to catch a moonbeam)
(INT. CATERPILLAR ROOM - NIGHT. Mrs. Potato Head, on the sill by the door, sees the signal. She uses the key to unlock the door)
(EXT. PLAYGROUND - NIGHT. The door opens. Jessie, Bullseye, Mrs. Potato Head and the Aliens slip outside. As a SPOTLIGHT sweeps past, they duck behind a traffic cone then creep off across the playground)
INT. KEN'S DREAM HOUSE, BUTTERFLY ROOM - NIGHT. Ken is tied to a paddle-ball paddle by the ball's string. He glowers as Barbie browses through his racks of clothing)
Barbie: Let's see. Hawaiian surf trunks.
(She holds them up, then RIPS them apart. Ken is horrified)
Ken: Oh! Barbie! Those were vintage! (steels himself) It's okay. All right, go ahead, rip 'em, I don't care. They're a dime a dozen.
Barbie: Ooh, glitter tux.
(RIPPPP...! She tosses the shreds at him. Ken groans in torment, but remains defiant)
Ken: Who cares? Who cares? Sequins are tacky. Who cares?
(Barbie picks up a Nehru jacket. Ken gasps in horror)
Barbie: Oh! A Nehru jacket.
Ken: (GASPS) Barbie! Not the Nehru.
Barbie: This is from what, 1967?
Ken: The groovy formal collection, yes!
Barbie: What a shame.
Ken: Oh, no, no, no! No!
(Barbie pulls at the seams. A stitch POPS. Ken cracks)
Ken: There's an instruction manual! (EXCLAIMING) Lotso switched Buzz to Demo mode!
(He breaks down, sobbing. Barbie, steely, grabs Ken)
Barbie: Where's that manual?
(INT. UTILITY CLOSET - NIGHT. A sleepy Bookworm pulls the Buzz Lightyear Manual from his stacks, hands it down to a waiting Figure in a SPACE SUIT)
Bookworm: I don't know why this couldn't wait until morning, Ken, but here you go.
(The Figure salutes, turns, walks off. The Bookworm turns away, then hears an odd CLICKING. He turns back, stares. POV -- The Space-Suited Figure is wearing pink high heels. The Bookworm rolls his eyes -- Ken! -- and turns away)
(INT. CLASSROOM CEILING CRAWL SPACE - NIGHT)
Slinky: What's takin' so doggone long?
(A KNOCK. Woody slides the ceiling panel, revealing Barbie in the Space Suit, helmet off)
Woody: So how do we fix Buzz?
(Barbie grins, hoists up Buzz's Instruction Manual)
(EXT. PLAYGROUND - NIGHT. Mr. Potato Head, on the ledge, sees Barbie pulled up into the ceiling)
(INT. CLASSROOM CEILING CRAWL SPACE - NIGHT. Woody gives Potato Head the "thumbs up". Potato Head responds with complicated baseball-catcher gestures)
(EXT. PLAYGROUND - NIGHT. Mr. Potato Head turns and edges down the ledge. A FLUTTERING. He looks. His path is blocked by a Pigeon. A stare down)
Mr. Potato Head: What are you looking at, feathers?
(The pigeon pecks him, taking a chunk out of his tortilla)
Mr. Potato Head: Hey! Ow!
(The pigeon pecks again. Mr. Potato Head slaps the pigeon. The pigeon grabs his forehead, dragging him down the ledge. Mr. Potato Head hits the pigeon with his hat, gives it a kick. The pigeon flies off. Potato Head shakes his fist)
Mr. Potato Head: Yeah, fly away, you coward.
(The tortilla rips and disintegrates)
Mr. Potato Head: Uh-oh.
(In pieces, he drops off the ledge to the ground)
Mr. Potato Head: Well, that's just great.
(A section of tortilla props itself up, looks around. It spots the classroom vegetable garden. The eye goes wide)
(INT. CATERPILLAR ROOM - NIGHT. Buzz is still trapped in the bin, banging on the ceiling. Hamm and Rex have grown weary of his calls for help)
Buzz: (MUFFLED) Help! Prison riot!
Hamm: Oh, give it up. No one can hear you.
Buzz: (looking up, muffled) What?
Hamm: I said, "No one can hear you."
Buzz: (confused, muffled) What?
Rex: (yelling) (LOUDLY) He said, "No one can..."
HAMM: Shush! Will you be quiet?
(He slaps a hand over Rex's mouth. A NOISE. They look up. A ceiling tile opens. Woody, Slinky, and Barbie drop in)
Rex: Woody! You're back!
(Rex and Hamm move to the front of the bin. Buzz runs to the back and jumps -- knocking Hamm and Rex off the bin.
Buzz makes a break for it -- running across the floor)
Woody: Stop him! Don't let him get out!
Buzz: (into wrist radio) Star Command! I've been taken hostage by my own prisoners.
(Hamm and Rex tackle Buzz. Hamm, Rex, Woody and Slinky keep Buzz pinned down, as Barbie rushes over with the manual)
Woody: Quick! Open his back. There's a switch!
(They pull open Buzz's compartment, revealing the switch. Woody flips it. Buzz struggles)
Buzz: Unhand me, Zurg scum! The Galactic Courts will show you no mercy.
(Woody flips the switch back and forth)
Woody: It's not working. Why is it not working? Where's the manual?
(Hamm flips through at top speed)
Hamm: Here we go! There should be a little hole under the switch.
WOODY: Little hole, got it!
Hamm: (reading) "To reset your Buzz Lightyear, insert paperclip..."
Woody: Rex, use your finger!
Rex: What?
(Rex sticks a finger in Buzz's re-set hole)
Woody: Okay, now what?
Hamm: All right, let's see. "Caution. Do not hold button for more than five seconds."
(Abruptly, Buzz BEEPS loudly, falls limp, face plants. The others all look at Rex. Rex lifts his finger)
Rex: It's not my fault!
(Suddenly, Buzz leaps up, knocking the Toys off him. He strides forward, flips his wrist radio)
Spanish Buzz: Bitácora Espacial. Me he despertado de hipersueño en un planeta extraño. (Star Log. I've awakened from hyper- sleep on a strange planet.)
(The Toys are speechless. Hamm glares at Rex)
Hamm: Now what did you do?
Rex: I just did what you told me!
(Buzz -- hyper-alert -- glances sideways, narrows his eyes)
Spanish Buzz: Estoy rodeado por criaturas extrañas y desconozco sus intenciónes! (I'm surrounded by alien creatures of unknown intent!)
(He whips around -- flamboyant Latin-style -- and trains his laser on Woody's forehead)
Spanish Buzz: ¿Quién anda ahí? ¿Amigo? O Enemigo? (Who goes there? Friend? Or foe?)
Woody: Uh... Amigos! We're all amigos.
(Satisfied, Buzz struts forward, greeting them)
Spanish Buzz: Me debo haber estrellado, y se me borró la memoria. (I must have crash landed and had my memory erased.)
(He approaches Woody, kisses both cheeks, strides off)
Spanish Buzz: Han visto a mi nave espacial? (Anyone seen my spaceship?)
Woody: We gotta switch him back.
Slinky: Well, how do we do that?
Hamm: (re: manual) I don't know. That part's in Spanish.
(Patrol Truck lights pass by under the hall door)
Woody: We don't have time for this. Come on, El Buzzo.
(Woody grabs Buzz, hustles him toward the playground door)
Spanish Buzz: Mi nave. ¿Lo encontraste? !Excelente! (My spaceship? You know where it is? Excellent!)
(They pass the Chatter Telephone, watching from the shadows)
CHATTER TELEPHONE: Good luck, cowboy.
(EXT. PLAYGROUND - NIGHT. Jessie, Bullseye, and Mrs. Potato Head wait inside a concrete pipe. Spotlights survey the playground)
Mrs. Potato Head: (points) (GASPS) Here they come.
(Woody, Hamm, Rex, Slinky, and Barbie steal across the playground. Spanish Buzz, trailing behind, does elaborate rear-guard defense poses. Woody has to grab him and pull him along. They duck into the pipe)
Woody: Come on, Buzz!
Jessie: What took you so long?
Woody: Things got complicated. Where's Potato Head?
Jessie: We haven't seen him.
(Woody turns and peers out on the playground. Buzz, the last to arrive, sees Jessie. She turns to greet him)
Jessie: Buzz.
(Buzz is struck dumb. Time slows. His heart melts. He approaches, drops to his knees, takes Jessie's hand)
Spanish Buzz: Mi florecita del desierto. Yo nunca he visto la belleza verdadera hasta esta noche! (My desert flower. I have never seen true beauty til this night!)
(Jessie is speechless. She turns to the others)
Jessie: Did you fix Buzz?
Hamm: Uh, sort of.
Mrs. Potato Head: Behind you. Someone's coming.
(The Toys turn. A tall figure looms. Mr. Cucumber Head steps into the light -- irked, agitated
Mr. Potato Head: You would not believe what I've been through tonight.
(Mrs. Potato Head goes to him)
Mrs. Potato Head: Darling! Are you okay?
Mr. Potato Head: I feel fresh. Healthy. It's terrible.
Mrs. Potato Head: You've lost weight. And so tall.
(Bullseye nudges Mr. Potato Head's torso toward him)
Mr. Potato Head: Ah! You're a sight for detachable eyes.
(He plucks his eyes out and plants them on the spud)
(The Jungle Gym slide. A Patrol Truck drives by. Slinky slides down, pops out the bottom, looks both ways. At the top of the slide, Woody holds Slinky's back end. The tail wags)
Woody: All clear.
(ON THE PLAYGROUND. The Toys shoot out the bottom of the slide, scamper off. They huddle behind the spring of an animal rocking swing)
Jessie: We're almost there.
(Jessie darts out, with others close behind. The lights of a Patrol Truck approach)
Woody: (WHISPERING) Back up. Back up!
(Woody backs into the shadows with Bullseye and the Aliens. The Truck pulls up and stops. Jessie looks back, sees Woody and the others still hiding. Woody gestures "We’ll go around". Jessie does a thumbs-up. Woody and the Aliens ride Bullseye across the playground swing set. They stop abruptly. Big Baby is sitting on the last swing, CREAKING back and forth, gazing up at the moon. Bullseye and Woody tip-toe behind Big Baby, approach the wood siding for the swing set area. Bullseye leaps over the siding but the last Alien falls to the ground. SQUEAK. Big Baby swivels his head 180 degrees. Woody, Bullseye, et al lie low behind the siding plank -- in the shadows, amid plastic shovels and buckets. Big Baby dismounts, walks toward their hiding place. Woody looks around desperately. Big Baby reaches the wood siding, looks over. No one's there. Looks up and down. He walks off. HOLD ON an overturned plastic bucket. Woody and Bullseye peek out from underneath, share a relieved look. Jessie, watching from the bushes, sighs with relief. Abruptly, Spanish Buzz grabs her, yanks her to him. As Jessie stands awkwardly, Spanish Buzz performs a solemn, impassioned courtship dance around her. Finally, Spanish Buzz takes Jessie in his arms)
Spanish Buzz: ¡Ven conmigo! ¡Te mostraré las maravillas de la galaxia, y juntos lucharemos contra el despiadado Zurg! (Come with me! I will show you the wonders of the galaxy, and together we will fight the evil Zurg!)
(He plucks a dandelion, offers it to her. At that moment, Woody pushes through the bushes -- safe. Jessie leaves Buzz, runs and gives Woody an impulsive hug)
Jessie: Woody!
Woody: Come on. We're almost there.
(He and Jessie leads the Toys off, REVEALING Spanish Buzz -- stunned and heartbroken. He throws down his dandelion)
Spanish Buzz: El Vaquero!
(Mad with jealousy, he narrows his eyes and runs after them)
(EXT. TRASH CHUTE - NIGHT. Woody leads the Toys to the trash chute. He jumps -- trying to grab the handle -- but can't quite reach it)
Woody: Buzz, come here. Give me a lift.
(Buzz, smoldering, steps forward, dramatically pushes Woody aside. With a lovelorn glance at Jessie, he hits a button)
VOICE BOX: Buzz Lightyear al rescate! (Buzz Lightyear to the rescue!)
(Buzz steps to the chute, jumps up in a series of crazy, acrobatic moves, and grabs the handle, pulling it down)
Spanish Buzz: Abierto.
Woody: Oh, way to go, Buzz. Come on.
(The Toys boost each other up onto the trash chute lid)
(INT. GARBAGE CHUTE - NIGHT. Woody climbs in the chute with the others and peers down. POV -- The grimy metal chute recedes into blackness)
Jessie: Is it safe?
Woody: I guess I'll find out...
(Woody begins a controlled slide down -- feet first, hand bracing. He slips and it becomes an uncontrolled slide. He scrambles for traction, eases to a stop at the bottom. He gets up, stands at the edge of the slide's precipice)
(ANGLE -- An alley. The trash chute cantilevers over a half- closed dumpster. Above him, stars twinkle -- freedom)
JESSIE: Woody? You okay?
Woody: Come on down. But not all at once.
MR. POTATO HEAD: What did he say?
HAMM: I think he said, "All at once."
Woody: No. No. No, no, no, no, no!
(Too late. The Toys slide down together)
REX: Geronimo!
HAMM: Look out!
(They collide with Woody. Woody windmills his arms at the edge of the chute. Jessie grabs him, pulls him to safety)
Woody: Thanks, Jess.
(Spanish Buzz looks about, confused and deeply disappointed)
Spanish Buzz: Donde esta mi nave? (Where's my spaceship?)
Woody: Almost there, guys. Slink, you think you can make it?
Slinky: Well, I might be old, but I still got a spring in my step.
(He backs up, then leaps over the open pit to the closed lid of the dumpster. He lands hard, clutches a metal handle)
JESSIE: He did it!
HAMM: All right, Slinkykins.
Slinky: Okay, climb across.
(Suddenly, two pink paws step in front of Slinky. He looks up. Lotso looms over him, grinning)
Lotso: You lost, little doggie?
(Lotso kicks Slinky's paws. He retracts, falling from the lid. The Toys pull him to safety. Behind Lotso, his Gang hops off a wall and joins him on the dumpster lid. Lotso notices Woody among the others)
Lotso: Well, well. Look who's back.
(A NOISE. The Toys turn. Lotso's henchman -- Stretch, the Octopus -- clambers down the chute, blocking an escape. The Chatter Telephone wheels into view -- wheels wobbling, one eye broken, frayed phone. His voice is hoarse)
CHATTER TELEPHONE: (via handset) I'm sorry, cowboy. They broke me.
(Lotso turns to the Toys, as cheerful as ever)
Lotso: (incredulous) What are y'all doing? Running back to your kid? He don't want you no more.
Woody: That's a lie.
LOTSO: Is it? Tell me this, Sheriff. If your kid loves you so much, why is he leaving?
(CLOSE ON -- Woody, fuming. He has no answer)
Lotso: You think you're special, cowboy? You're a piece of plastic. You were made to be thrown away.
(VROOM! A garbage truck turns into the far end of the alley and RUMBLES toward them. Lotso turns)
Lotso: Speak of the devil. (turns back) Now, we need toys in our Caterpillar Room and you need to avoid that truck. Why don't you come on back, join our family again?
(He smiles. Woody seethes -- at a loss for words. Jessie steps past him, eyes burning)
Jessie: This isn't a family! It's a prison! You're a liar and a bully! And I'd rather rot in this dumpster than join any family of yours!
(Barbie steps forward)
Barbie: Jessie's right! Authority should derive from the consent of the governed, not from the threat of force.
(Hamm and Potato Head share a glance -- Huh? Lotso grins)
Lotso: If that's what you want.
(He bangs his cane. Stretch, the Octopus, begins to prod the Toys toward the precipice. Abruptly, Ken bursts from the shadows -- still in his underwear)
Ken: Barbie! Wait!
(Everyone turns. He runs to Lotso)
Ken: Don't do this, Lotso.
Lotso: She's a Barbie doll, Ken. There's a hundred million just like her.
Ken: Not to me, there's not.
(He glances at her. She sighs. Lotso picks up Ken)
Lotso: Fine. Then why don't you join her!
(He tosses Ken across the dumpster chasm. The Toys grab him, pull him to safety. Barbie hugs him)
Barbie: Oh, Ken!
(Ken stands and addresses Lotso's Gang, earnest and heroic)
Ken: Everyone, listen! Sunnyside could be cool and groovy if we treated each other fair. (points) It's Lotso. He's made us into a pyramid, and he put himself on top!
(Lotso's Gang eyes each other. There's a shift in sympathy but no one wants to stick their neck out. Lotso is amused)
Lotso: Anyone concur with Ken?
(No one moves. The truck RUMBLES closer -- two dumpsters away. Lotso turns to the Toys. His face hardens)
Lotso: I didn't throw you away. Your kid did. Ain't one kid ever loved a toy, really. Chew on that when you're at the dump.
(He turns away. Woody steps forward)
Woody: Wait! What about Daisy?
(Lotso keeps a steely composure)
Lotso: I don't know what you're talking about.
Woody: Daisy? You used to do everything with her!
Lotso: Yeah? Then she threw us out!
WOODY: No. She lost you!
Lotso: She replaced us!
Woody: (pointing) She replaced you. And if you couldn't have her then no one could. You lied to Big Baby and you've been lying ever since.
(Woody yanks something from his holster. It's the rusty old pendant, "My Heart Belongs To: DAISY". Lotso is stunned)
Lotso: Where'd you get that?
Woody: She loved you, Lotso.
Lotso: She never loved me.
Woody: As much as any kid ever loved a toy.
(Woody throws the pendant. It lands at Big Baby's feet. Big Baby stares, electrified, at the pendant -- a token of his long-lost love. He picks it up. His lip trembles)
Big Baby: Mama.
(Lotso grabs the pendant. He pokes Big Baby like a bully)
Lotso: What? You want your mommy back? She never loved you. Don't be such a baby!
(He throws it down and CRUSHES it with his cane. Big Baby's face crumples. Lotso turns, yells at Stretch the Octopus)
Lotso: Push 'em in. All of 'em!
(Stretch advances on Woody and the Toys. They teeter at the edge of the precipice)
Lotso: (to his Gang) This is what happens when you dummies try to think.
(He shoves Big Baby. Big Baby shrinks back, hurt. Lotso faces them, sneering)
Lotso: (to his Gang) We're all just trash, waiting to be thrown away! That's all a toy is!
(Abruptly, Lotso is lifted from behind by Big Baby)
Lotso: Hey, stop it! Put me down, you idiot!
(Big Baby carries him to the edge of the dumpster. Around the dumpster, no one moves. Big Baby tosses Lotso into the dumpster. He lands in the shadows, looks up. With a CREAK, the Big Baby tugs at the open dumpster lid)
Lotso: No! No! Wait a minute! Big Baby, wait!
(KLOON! Big Baby watches -- blank-eyed, pitiless -- as the lid SLAMS down, shutting Lotso in. No one can believe it)
REX: He's gone!
Mr. Potato Head: Holy cow.
Big Baby: (BLOWING RASPBERRY)
(He blows a RASPBERRY at Lotso. VROOOM! The Toys turn. The garbage truck is only 100 feet -- 15 seconds -- away)
WOODY: Come on. Hurry!
(The Toys hop on the now-closed dumpster lid, rush to the retaining wall, and help each other clamber onto it. A SQUEAK. Woody turns. At the crack between the two lids are the three Aliens. One Alien is stuck. He struggles while the other two stand around ineffectually)
Woody: Oh, for crying out loud!
(Woody glances at the approaching truck, then runs back. Spanish Buzz gestures)
Spanish Buzz: Vaquero, andale! (Cowboy, hurry!)
(Woody yanks the Alien free. The Aliens retreat to safety. Woody tries to follow, but a pink paw grabs his leg)
Jessie: Woody!
(Woody tries to free himself, but the paw drags him slowly into the dumpster's depths. The Toys watch, horrified, as Woody disappears. The truck turns and approaches the dumpster, fork out)
HAMM: Oh, boy! Incoming!
(BA-BOOM! The truck's forks slide into the dumpster and begin lifting it up. As it rises past the retaining wall Jessie and Buzz fearlessly jump onto the rising dumpster)
Jessie: Come on!
(The other Toys follow. Barbie tries to follow too, but Ken holds her back)
Ken: Barbie, no!
(They all try to lift the dumpster lid. It won't budge. The dumpster rises up, up, up -- and begins to tilt. As the dumpster tilts, they start to lose their footing. As the dumpster nears vertical, the lid swings open and trash begins pouring into the truck. Woody calls out...)
Woody: Jess!
Jessie: Woody!
(Woody falls into darkness. A FLASH of pink goes by -- Lotso tumbles past. The dumpster LURCHES to a stop. All the Toys fall into the truck. Barbie -- on the wall -- reaches forward)
Barbie: No!
(She turns away, burying her head in Ken's comforting arms)
(INT. GARBAGE TRUCK - NIGHT. The Toys find themselves in darkness, awash in garbage)
WOODY: Can you hear me? Is everyone okay?
MR. POTATO HEAD: Of course not, you imbecile. We're doomed!
(Buzz pulls himself from a mound of garbage. He GLOWS)
Woody: Everyone, go to Buzz. Come on.
(The Toys begin wading toward Buzz)
(EXT. STREETS - NIGHT. The garbage truck rumbles through the streets)
(INT. GARBAGE TRUCK - NIGHT. The Toys congregate around Buzz)
Woody: We all here? Slinky? Rex?
(The truck lurches to a stop. The hydraulic motor STARTS. Woody looks up. A dumpster appears above them, tilting)
WOODY: Against the wall, everybody. Quick!
(He leads the Toys to the front of the truck, seeking shelter. Buzz remains behind.
Spanish Buzz: Senorita! Senorita, donde estas...?! (Miss! Miss, where are you?)
JESSIE: Buzz!
(He turns. Somewhere in the DARKNESS, her voice rings out. A trickle of garbage begins to sprinkle down from above)
Spanish Buzz: Senorita!
(Buzz runs through the falling trash until he finds her pressed against the far wall -- terrified. CLUMP! Something large falls behind them. They look up. Garbage is falling out of the dumpster directly above them. Buzz takes Jessie's hand and they run across the garbage truck bay, dodging madly while trash rains down upon them. Against the back wall, the Toys watch, aghast)
Hamm: They'll never make it!
(Buzz grabs Jessie and carries her -- dodging and weaving. A SCRAPING sound above)
Mrs. Potato Head: Look out!
(Buzz and Jessie look up. An old TV set falls towards them. Buzz lunges and tosses Jessie out of the way. She turns. CRASH!!! The TV smashes down on Buzz. A deluge of trash piles on top, burying him completely)
Jessie: Buzz!
(As the dumpster above recedes, Jessie runs forward and begins digging. The other Toys join her)
Woody: Anyone see him?
Slinky: Over here, y'all. I found him.
(They rush over and drag Buzz from the pile. Buzz's eyes are closed. Jessie pops his shield, shakes him)
Jessie: Buzz, you okay? Buzz! Buzz!
(No response. Jessie shakes him again. And again. She hugs him, sobbing. A BEEP. Buzz jack-knifes forward, then lurches back. Jessie pulls away. Buzz sits up, eyes open -- disoriented. He sniffs the air with distaste. Then he sees the others. The Toys gape at him in open-mouthed wonder. Buzz frowns)
Buzz: That wasn't me, was it?
Jessie: Oh, Buzz, you're back! You're back, you're back, you're back, you're back!
(She throws her arms around him, hugs him tight)
Buzz: Yes, I'm back. (beat) Where have I been?
Woody: Beyond infinity, Space Ranger.
Buzz: Woody!
(Woody smiles -- partners again. Buzz looks around)
Buzz: So where are we now?
Rex: (excitable) In a garbage truck on the way to the dump!
(Buzz's smile freezes)
(EXT. TRI-COUNTY DUMP - NIGHT. The garbage truck drives in the entrance)
(INT. GARBAGE TRUCK - NIGHT. The truck grinds to a halt. The BEEP-BEEP-BEEP backing-up alarm begins to sound. The Toys look around. Everything lurches. The truck bay begins to tilt)
(EXT. DUMP - NIGHT. The garbage truck tilts up -- higher and higher. Trash begins pouring out the back, onto the dump below)
(INT. GARBAGE TRUCK - NIGHT. The back flap opens, allowing garbage to spill out. A trash pit is revealed below. The Toys begin sliding out)
WOODY: Hold on, we're going in!
Toys: Whoa!
(EXT. DUMP - NIGHT. The garbage truck extends fully, tilting 70 degrees. The stream of garbage becomes a torrent)
(INT. GARBAGE TRUCK - NIGHT. The Toys cling together, screaming, as they slide out into the open night)
(EXT. GARBAGE PIT - NIGHT. Woody lands on a trash heap -- Oooff! A plastic bag whips by. He sits up. He's in a vast, wind-blown landfill. Nearby, Hamm and Rex unearth themselves. Mr. Potato Head helps Mrs. Potato Head up)
Mr. Potato Head: You got all your pieces?
(The Aliens pop up. One points to some heavy machinery -- with a giant claw -- in the distance)
Aliens: The claw!
(They toddle off toward it)
MRS. POTATO HEAD: My babies!
WOODY: Hey, guys! No! No!
(Suddenly, the trio of Aliens is bathed in headlights. Before anyone can react, a bulldozer passes over them... Just like that, they're gone)
Woody: No!
(MRS. POTATO HEAD SCREAMS)
(A blinding LIGHT pours over her and envelops the Toys. Woody turns. A bulldozer -- with giant, studded wheels and a massive grate -- is heading right at them. Rex SCREAMS. The Toys are pushed backward toward a trench)
WOODY: Hang on!
(They tumble as the bulldozer pushes them over the edge.
(EXT. CONVEYER BELT - NIGHT. The Toys land on a conveyor belt entering a dark tunnel)
(INT. CONVEYER BELT - NIGHT. Woody sits up and watches the light receding behind them. The other Toys gather round)
Mrs. Potato Head: Woody! What do we do?
Woody: We'll be okay if we stay togeth...
(VWOOSH! Slinky is pulled up OUT OF FRAME. He is fixed to a fast-moving conveyor belt above them)
Slinky: Woody!
Woody: Slinky!
(A hammer shoots up and CLANKS on the belt, narrowly missing Slinky. All around them, other pieces of metal begin FLYING UP and sticking to the ceiling belt. Jessie yells)
Jessie: It's a magnet! Watch out!
(Woody runs after Slinky)
WOODY: Don't worry, Slink, we'll get you down.
(High above, Slinky looks around)
Slinky: You might wanna take a look at this.
(The Toys scramble up a pile of debris. Ahead is a Shredder -- two fast-spinning vertical cylinders that shred everything on the belt. Buzz sees a lunch box near him starting to quiver....)
Buzz: Quick! Grab something metal!
(He grabs it and is pulled up to the magnetic belt. Woody grabs a metal handle and flies up, sticking to the ceiling belt. Hamm dives into a nearby pot and is lifted upwards)
Hamm: You heard the guy.
(Each Toy grabs a metal object and lifts -- CLUNK! -- to the ceiling. Rex, the last, grabs an aluminum can, a CD, etc.)
Rex: It's not working!
(Finally, he grabs a metal fan and sails up to safety. Suddenly, a pink paw thrusts out from the belt below)
LOTSO: Help! Help me.
(Woody turns. Lotso is pinned under a golf bag)
Lotso: I'm stuck! Help, please! Help!
(Woody looks at the approaching shredder. He lets go)
Jessie: Woody!
(Woody lands on the belt, runs back to Lotso)
Lotso: Thank you.
Woody: Don't thank me yet.
(Woody struggles to lift the bag. Buzz drops down next to Woody. Jessie eyes the approaching shredder)
Jessie: Woody!
(Woody and Buzz push together. They still can't move it. Woody pulls out a golf club. The magnet tugs it upward. Buzz grabs it. Together, they pull it down and jam it under the bag for leverage. The bag finally lifts...)
Woody: Go, go!
(...and Lotso scrambles out. Woody grabs Lotso. He and Buzz point the club skyward. They're pulled up to safety as the golf bag is pulverized. Lotso looks back at the shredder, then at Woody)
Lotso: Thank you, Sheriff.
Woody: We're all in this together. (turns) Right, guys?
(All the Toys have vanished)
Woody: Guys?
JESSIE: Woody! Down here!
(Jessie and the others wave from a conveyer belt far below. Woody and Buzz let go and plummet)
(EXT. DUMP / STAIRWAY TO HEAVEN - NIGHT. Woody, Buzz and Lotso land on the bed of a big, fast-moving conveyer belt with metal walls. The Toys gather around)
Jessie: Woody!
HAMM: Oh, boy.
(The toothed belt begins to ascend upwards)
Rex: Woody, look. I can see daylight. We're gonna be okay!
(Rex points to a bright amber GLOW at the top of the belt. The toys scramble forward)
HAMM: Hey!
(Woody's smile drops)
Woody: I don't think that's daylight.
(FAST TRACK -- At the end of the conveyer belt, garbage falls into a burning, churning vortex)
Woody: Run!
(Unable to jump off, the Toys begin running down the belt. They dodge, duck and hurdle over the coming trash, but they're no match for the speed of the rising conveyor. Lotso trips, falls. A pulsing blue LIGHT. He looks up. High on the wall ahead is an Emergency Stop button. A ladder leads to the button. Lotso leaps up, grabs the bottom rung. He can't pull himself up)
Lotso: Sheriff! The button! Help me!
Woody: Come on!
(The Toys look back, see Lotso. As they pass, Woody, Buzz and Jessie boost Lotso up)
Woody: Go. Go! Hit the button!
(Lotso scrambles up the ladder toward the glowing button. The Toys are carried up the conveyor belt toward the pit. The Toys watch Lotso -- receding -- as he climbs. Lotso stays focussed on the button above him. The Toys reach the belt's acme -- heels at the edge of the waterfall of trash cascading to a melting, churning vortex)
Woody: Hurry!
(Lotso reaches the walkway where the blue button glows. He turns and looks -- malevolent -- at the helpless Toys)
WOODY: Just push it! Push it!
BUZZ: Push it!
(Lotso smirks, gives a salute)
Lotso: Where's your kid now, Sheriff?
(He turns, runs off down the walkway)
Woody: No. No!
Buzz: Lotso!
(The Toys YELL as they tumble off the belt...)
Woody: No!
(EXT. INCINERATOR HOPPER - NIGHT. The Toys land in a giant vortex of trash being sucked down into the glowing eye of an incinerator. It's chaos -- trash tumbles over itself as sparks and ashes fly through the air. The ROAR is overwhelming. Woody stands and starts trying to climb out. The Toys do the same, climbing desperately, fighting against the trash tumbling into the vortex of fire. They slip, fall, get up and slip again. It's a nightmare -- no matter how fast they climb, they inexorably slide backwards. Rex slides past Woody, towards the incinerator)
(REX EXCLAIMING)
Woody: Rex!
(Woody grabs Rex's hand, slides further toward the inferno. They are all being pulled inescapably downward. There's no way out. Jessie looks at Buzz)
Jessie: Buzz! What do we do?
(Buzz looks at her. He reaches out, takes her hand. Jessie grabs Bullseye's hoof. Slinky takes Hamm's hand. Hamm reaches out to Rex. The Potato Heads hold each other. Mr. Potato Head grabs Rex. Buzz reaches out to Woody... Woody takes Buzz's hand, and the circle is complete. As they approach the vortex, heat waves blast their faces. The Toys close their eyes, turn away. Woody stares at the fire, shuts his eyes. This is the end. A LIGHT from above shines in Woody's face. He opens his eyes. A giant mechanical Claw lowers towards them. The Claw plunges into the trash around them, closing them in its grip, then raises them up. They soar into the air, away from the ROARING incinerator. Woody looks around in disbelief. The Claw spins, passing in front of the crane booth)
(INT. CRANE OPERATOR'S BOOTH - NIGHT. In the booth, the Aliens man the joysticks)
Aliens: The claw.
(They lean into the joystick, steering the Claw to safety)
(EXT. DUMP - DAWN. The Claw lowers and opens, dropping the Toys to earth. They spill out, COUGHING and GROANING like shipwreck survivors. Woody sits up, looks around. Rex pops up through trash)
Rex: Whew!
(They have faced death and survived, and are profoundly shaken. Mr. Potato Head stares at the sky)
Mr. Potato Head: You know all that bad stuff I said about Andy's attic? I take it all back.
Slinky: You're darn tootin'.
Hamm: You said it.
(Buzz and Jessie sit up, still holding hands. She looks at him, smiles. He smiles and holds her gaze. Mrs. Potato Head takes Mr. Potato Head's hand)
Mrs. Potato Head: Oh, darling. You were so brave.
(A SQUEAK. The Potato Heads turn, see the Aliens approach)
Mrs. Potato Head: You saved our lives.
Mr. Potato Head: And we are eternally grateful.
(Mr. Potato Head scoops them into his arms for a big, proud hug)
Mr. Potato Head: My boys!
Aliens: Daddy!
(Hamm looks around)
Hamm: Hey! Where's that fur ball Lotso?
Slinky: Yeah. I'd like to loosen his stitchin'.
Woody: Forget it, guys. He's not worth it.
(EXT. GARBAGE DUMP, ELSEWHERE - DAY. Lotso limps toward the dump exit. A NOISE. He turns, then drops, freezing. A truck's wheels SCREECH to a halt in front of Lotso. A door OPENS and SHUTS. FOOTSTEPS. A hand picks him up)
MAN 1: Hey!
MAN 2: What you got?
Man 1: I had me one of these when I was a kid.
(He buries his nose in Lotso's tummy, inhales)
Man 1: (nostalgic rapture) Strawberries.
(EXT. GARBAGE DUMP - DAY. The truck exits the dump -- Lotso strapped to the grill. He comes to life, panicked. On the grill are a couple of muddy, bug-spattered Plushies, including a sad-eyed FROG)
Frog: Hey, buddy. (Lotso turns) You might wanna keep your mouth shut.
(The others SNICKER. Lotso WHIMPERS. The truck RUMBLES off. ANGLE -- The truck passes, REVEALING the Toys, unaware of Lotso's karmic comeuppance. Jessie sees Woody lagging)
JESSIE: Come on, Woody. We gotta get you home.
Buzz: That's right, college boy.
Woody: Wait. What about you guys? I mean, maybe the attic's not such a great idea.
(He glances at them, uneasy. Jessie steps to him)
Jessie: We're Andy's toys, Woody.
Buzz: We'll be there for him, together.
(Woody smiles)
Woody: I just hope he hasn't left yet.
MRS. POTATO HEAD: Wait a minute! Wait, I'll check!
(She covers her good eye, concentrates)
Mrs. Potato Head: Andy's still packing. (GASPS) But he's almost done!
Hamm: He lives halfway across town.
Rex: We'll never get there in time!
(The Toys glance at each other. Then, distantly, comes the air-guitar WAILING of Andy's Neighborhood Garbage Man. The Toys turn, see him a dozen yards away. They brighten)
(EXT. DRIVEWAY - DAY. Andy's loading up his hatchback with boxes. Molly's on the lawn playing with Buster. As the garbage truck passes...)
MOLLY: Come on, Buster.
ANDY'S MOM: Is that it, honey? You got everything?
ANDY: Yeah. Just a few more boxes in my room.
(At the curb, REVEAL the Toys hiding behind a garbage can. Woody peeks around, gestures to the other Toys)
Woody: Okay. Come on.
(INT. BACK YARD - DAY. TIGHT ON SPIGOT -- Woody's hand comes in, turns it. The Toys huddle while Woody hoses them off)
Toys: Eeeaauggh! Brrr! Stop!
Hamm: That's enough. That's enough. That's enough!
Woody: All right. Go. Go, go!
(The Toys run off. Mr. Potato Head pulls off his nose, blows out a spray of water)
(EXT. GARAGE ROOF - DAY. Slinky heaves himself up to the edge of the garage roof. One by one, the Toys scurry up his Slink, then make their way along the roof towards Andy's open window)
(INT. ANDY'S ROOM - DAY Buzz and Woody peer in)
Buzz: Okay. All clear.
(They clamber through the window, jump to the floor. The other Toys follow, scrambling across the room. Mrs. Potato Head stops, puts a hand over her working eye. POV -- Under the bed, looking out. Mrs. Potato Head's feet are in front of us, facing away)
MRS. POTATO HEAD: Oh, there you are.
(The feet turn and a hand reaches TOWARD US, GRABBING the subjective eye. She pops her eye back in, blinks... And GIGGLES, tickled. The Toys climb into a box marked "Attic". Buzz helps them)
BUZZ: There you go.
(On the desk is a box marked "College". Woody heads for it. He reaches the box, turns. This may be the last time he ever sees the other Toys. He scrambles back toward Buzz)
Woody: Buzz.
(Buzz turns. Woody offers a hand. They shake)
Woody: This isn't goodbye.
SLINKY: Hey, Woody.
(Woody looks up. Slinky lowers a paw)
Slinky: Have fun at college.
Hamm: Yeah, but not too much fun.
(Woody laughs, shakes hands with Slinky)
Rex: Woody, take care of Andy.
Mrs. Potato Head: Yeah.
Mr. Potato Head: He's a good kid. Tell him to get a haircut.
Woody: Sure thing.
(Woody sees Jessie)
Woody: Jessie, you'll be okay in the attic?
Jessie: 'Course I will. Besides, (leans in) I know about Buzz's Spanish mode.
Buzz: My what?
ANDY'S MOM: Honey, you want some food for the road?
ANDY: I'll get something on the way.
(Woody turns to Buzz -- there's so much he wants to say. Buzz just smiles)
Buzz: You know where to find us, cowboy.
(Woody smiles. He turns, runs to the desk. Buzz climbs in the Attic box with the others. On the desk, Woody jumps on the edge of the College box, looks back at his friends. FOOTSTEPS climb the stairs. Woody gives Buzz a salute. Buzz smiles, salutes back. Woody lowers into the College box. The Toys duck in the Attic box, pull the flaps shut just as Andy and Mom enter)
Andy's Mom: Did you say goodbye to Molly?
Andy: Mom, we've said goodbye like 10 times.
(Mom stops, suddenly overwhelmed. The room is empty)
Andy's Mom: Oh, Andy.
(Andy, beside her, is abashed)
ANDY: Mom, it's okay.
(IN THE COLLEGE BOX. Woody quietly peeks out the hand holes. POV -- Woody can half-see Mom hug Andy)
ANDY'S MOM: I know. It's just... (SNIFFLES) I wish I could always be with you.
ANDY: You will be, Mom.
(ON WOODY. He turns and glances off, noticing something. THE PHOTO. Of young Andy, playing with Woody and the other Toys. TRACK IN ON. Woody. Mom and Andy's words echo in his head. WOODY POV -- His GAZE SHIFTS from Andy-holding-Woody to Woody-with-the-other-Toys. Suddenly, Woody half-smiles -- an epiphany. Sadness and uncertainty are replaced by happiness and determination. FOOTSTEPS and collar JINGLES approach. Molly steps to the room's threshold with Buster)
MOLLY: Hey, aren't you gonna say goodbye to Buster?
(Andy and Mom step into the hallway)
ANDY: Of course I am. (to Buster) Who's a good doggy? Who's a good doggy? I'm gonna miss you. I'm gonna miss you.
(While Andy scratches Buster's belly, Woody jumps out of the box, grabs a pen and a sticky note. He sneaks across the room, jumps on the Attic box, starts frantically writing. Buster starts BARKING. Woody finishes writing, looks up)
ANDY: I'm gonna miss you.
ANDY'S MOM: Don't, Andy.
MOLLY: Good boy. He's telling you to go already.
ANDY'S MOM: Come on. Get the rest of your things.
(Woody gasps, looks up at the door. TRACK IN -- THE DOOR. Andy walks in. Mom and Molly stay in the hallway)
Andy: Okay, Buster. Now don't let Molly near my stuff.
(Andy turns, crouches to pick up the Attic box. He stops, noticing the yellow Post-It on the box top. He opens the flaps, finding all of his Toys)
Andy: (CHUCKLING) Hey.
(He digs through them -- pulling a few out, making sure they're all there -- smiling with fondness and relief. He picks up the Post-It, reads it. He calls out)
Andy: Hey, Mom! So, you really think I should donate these?
(Mom answers from the hallway)
ANDY'S MOM: It's up to you, honey. Whatever you wanna do.
(INT. CAR - DAY. Andy cruises, looking for an address. A box with "Attic" crossed out sits in the passenger seat. The car slows)
(EXT. HOUSE - DAY. Andy grabs the box and gets out. TRACK IN -- The hand slot of the College box, left behind. POV - COLLEGE BOX -- Andy crosses the street and approaches the house. Andy stops, glances at the box. On the Post-It is written: DONATE TO: Bonnie 1225 Sycamore Road. TILT UP -- The address on the front gate. It matches. Andy sees Bonnie playing in the front yard, while her Mom and Dad garden nearby)
Bonnie: "Don't go in there! The bakery is haunted!" (another voice:) (SHUSHES) "Are you crazy? You'll wake up all the ghosts."
(Andy watches Bonnie play -- exuberant and unself-conscious)
Bonnie: "Look out! The ghosts are throwing pies!" Splat! Splat! Splat!
(Bonnie notices Andy and immediately stops playing)
Bonnie: Mom.
(Bonnie's Mom looks over, sees Andy. She stands)
Bonnie's Mom: Andy?
Andy: Hi.
(Andy lets himself in the gate)
BONNIE'S MOM: Wow. Look at you. Well, I hear you're off to college.
Andy: Yeah. Right now, actually.
Bonnie's Mom: So, what can we do for you?
(Bonnie goes and stands behind her Mom)
Andy: Uh, I have some toys here.
BONNIE'S MOM: Ooh. You hear that, Bonnie?
(Bonnie peeks around her Mom, curious)
Andy: So, you're Bonnie?
(He hunches down so he's eye to eye with her)
Andy: I'm Andy. Someone told me you're really good with toys. These are mine, but I'm going away now, so I need someone really special to play with them.
(Bonnie is uncertain. Andy sits in front of her, cross- legged. He opens the box, pulls out Jessie and Bullseye)
Andy: This is Jessie, the roughest, toughest cowgirl in the whole West. She loves critters, but none more than her best pal, Bullseye. (whinnies; then, as Jessie) Yee-haw! Here.
(Bonnie looks at her Mom, who nods. She walks forward. Andy gives Jessie and Bullseye to her. A smile escapes Bonnie. Andy pulls out Rex)
Andy: This is Rex, the meanest, most terrifying dinosaur who ever lived! (dinosaur voice) "Raaawwwrrrrr!"
(He thrusts Rex at her. Bonnie backs up, grins, takes him. Andy pulls out the Potato Heads)
Andy: The Potato Heads. Mr. and Mrs. You gotta keep 'em together, 'cause they're madly in love.
(Bonnie nods, takes them. Andy pulls out Slinky and Hamm)
Andy: Now Slinky here is as loyal as any dog you could want. And Hamm, he'll keep your money safe...
(He drops a quarter into Hamm's slot)
Andy: But he's also one of the most dastardly villains of all time, (Hamm voice) evil Dr. Pork Chop.
(Bonnie smiles, takes them. He pulls out the three Aliens)
Andy: These little dudes are from a strange alien world. Pizza Planet.
(She smiles. He hands them to her, then pulls out Buzz)
Andy: And this (MIMICS WHOOSHING) is Buzz Lightyear, the coolest toy ever! Look, he can fly (deploys wings) and shoot lasers! (fires laser) He's sworn to protect the galaxy from the evil Emperor Zurg.
(Andy hands over Buzz. Bonnie presses a button on him)
VOICE BOX: To infinity and beyond!
(Bonnie looks up, happily surrounded by Andy's toys)
Andy: Now, you gotta promise to take good care of these guys.They mean a lot to me.
(Bonnie nods. She glances in the box. Her eyes go wide)
Bonnie: My cowboy!
(Andy looks down, sees Woody lying in the box)
Andy: Woody? What's he doing in there?
(Andy -- amazed -- pulls Woody's pull-string)
VOICE BOX: There's a snake in my boot.
(Bonnie giggles and reaches for him, but Andy instinctively pulls Woody away. Bonnie looks at Andy, confused. Andy looks down at Woody, makes a decision. He holds Woody out -- gentle and serious)
Andy: Now, Woody, he's been my pal for as long as I can remember. He's brave, like a cowboy should be. And kind. And smart. But the thing that makes Woody special is he'll never give up on you. Ever. He'll be there for you, no matter what. You think you can take care of him for me? (she nods) Okay then.
(He hands Woody to Bonnie. She hugs him. Andy suddenly grabs Hamm)
Andy: Oh, no! Dr. Pork Chop's attacking the haunted bakery! (MIMICS LASERFIRE)
(Without missing a beat, Bonnie joins in the play)
Bonnie: The ghosts are getting away. Woody'll stop 'em!
(She swoops Woody in the air. Andy grabs Slinky and gives chase. They EXIT FRAME, laughing)
Andy: Buzz Lightyear to the rescue!
(EXT. BONNIE'S HOUSE - LATE AFTERNOON - MONTAGE. Bonnie and Andy play together with all their Toys)
BONNIE: And we'll actually need the rocket.
ANDY: They're getting away! Come on, Bullseye!
BONNIE: We need to get in the spaceship. The volcano is gonna erupt.
ANDY: You can eat my poisonous scones!
BONNIE: Mr. and Mrs. Potato Head are in trouble.
(EXT. BONNIE'S HOUSE - DUSK. Andy walks to his car, turns. Bonnie stands on the porch, the Toys scattered at her feet. She clutches Woody. Bonnie makes Woody's arm wave at Andy. Andy smiles. He gets in his car. He takes one last look at all his Toys on Bonnie's porch, and Woody in Bonnie's arms...)
Andy: Thanks, guys.
(...And pulls away)
Bonnie: Look, Mommy. They're all playing together.
(Bonnie puts Woody down and runs to her mother's arms)
BONNIE'S MOM: Come on. Let's get some lunch.
(She scoops up Bonnie, swings her around. Mother and daughter laugh as they step into the house. On the porch, the Toys come to life, sit up. Woody watches Andy drive away)
Woody: So long, partner.
(Buzz puts an arm around Woody. They watch Andy drive off. The other Toys gather around, and we... CRANE UP TO ...Blue sky, and fluffy clouds)
(THE END)

CAST
Tom Hanks – Woody
Tim Allen – Buzz Lightyear
Joan Cusack – Jessie
Ned Beatty – Lotso
Don Rickles – Mr. Potato Head
Michael Keaton – Ken
Wallace Shawn – Rex
John Ratzenberger – Hamm
Estelle Harris – Mrs. Potato Head
John Morris – Andy
Jodi Benson – Barbie
Emily Hahn – Bonnie
Laurie Metcalf – Andy's Mom
Blake Clark – Slinky Dog
Teddy Newton – Chatter Telephone
Bud Luckey – Chuckles
Beatrice Miller – Molly
Javier Fernandez Pena – Spanish Buzz
Timothy Dalton – Mr. Pricklepants
Lori Alan as Bonnie's Mom
Charlie Bright – Young Andy / Peas-in-a-Pod
Kristen Schaal – Trixie
Jeff Garlin – Buttercup
Bonnie Hunt – Dolly
John Cygan – Twitch
Jeff Pidgeon – Aliens
Whoopi Goldberg – Stretch
Jack Angel – Chunk
R. Lee Ermey – Sarge
Jan Rabson – Sparks
Richard Kind – Bookworm
Erik von Detten – Sid
Amber Kroner – Peas-in-a-Pod
Brianna Maiwand – Peas-in-a-Pod
Jack Willis – Frog
ADDITIONAL VOICES: Carlos Alazraqui, Teresa Ganzel, Jess Harnell, Danny Mann, Mickie McGowan, Laraine Newman, Colleen O'Shaughnessey, Bob Peterson, Jerome Ranft, Lee Unkrich, James Kevin Ward, Colette Whitaker
ADDITIONAL CHILDREN'S VOICES: Constantino Bravos, Taiana Huff, Adam Joshua Jastrow, Leo Jergovic, Theodore F. Kayser, Gia Michailidis, Nikolas Michailidis, Arame Scott, Woody Smith, Hannah Unkrich