TaleSpin

Don Karnage:
Greetings and salivations, fellow aviator. It is I, that panic provoking pirate: Don Karnage.

Kit Cloudkicker:
[Dropping in on the Air Pirates, snagging the chest] For me?! You shouldn't have.

Don Karnage:
Oh, well, it was nothing really... [Sees Kit running away] STOP THAT BOY!

[With the Sea Duck thousands of miles up in the air]

Kit:
[Knocking on his window from outside, hanging bombon for dear life] Hello?

Baloo:
Oh, hiya, kid. Need a lift?

Kit:
[Nodding] Mm-hmm.

Baloo:
Okay by me. Though it's comfier inside.

Baloo:
[About the Air Pirates] Boy! They're tougher to shake than ticks on a dog.

Kit:
No one can fly like that!

Baloo:
Great pilot, great plane.

Kit:
Awesome! So what's next? A double-reverse Himmelman? A pretzel twist?

Baloo:
No. A quick exit.

Bank Official:
You, sir, are delinquent on your last six payments and unless funds totaling 3000 dollars are deposited in our fiduciary institution by 9am tomorrow, we will be forced to foreclose on your aircraft home.

Baloo:
What's this guy speak in English?

Kit:
He said: "No dough, plane go".

Baloo:
Kit! You're a genius! With a capital J!

Baloo:
[Laughs] Hey! My flying is A+. [At the last minute, avoids a cliff face and crashes]

Kit:
Yeah, but your landing's a C-.

Rebecca Cunningham:
Morning, I'm Re-

Baloo:
We're closed, lady. Come back when the sun's warm, like June. Bye-bye.

Shere Khan:
I've spent years turning Khan Industries into the biggest corporation in the world. And I've discovered that business is like a jungle. You see, there are the eaters and there are the eat-ums.

Molly Cunningham:
[About to eat a super sundae Krakatoa Special] Sorry, Lucy, but there's not enough here for both of us.

Baloo:
Could you give us a bid on this bauble, like what's it worth?

Louie:
[Examining the crystal] Ooh... Aah... Yowza!

Baloo:
Yeah? Yeah? How much is "Yowza"?!

Kit:
Yeah, in round numbers!

Louie:
Nothing, cuz. It's not a jewel.

Baloo:
Nothing?!

Louie:
Nada. Zero. Zip. Zilch.

Molly:
[To Kit] See you later, navigator.

Don Karnage:
[Singing] O sole mio, o so-do-you-o...

Baloo:
Rise and shine, lil' britches. The early bird worms the best deal.

Shere Khan:
What would you say to a 100?

Baloo:
Only a lousy 100 bucks?

Shere Khan:
A 100 thousand lousy bucks.

Don Karnage:
Open the bomb bay doors, please, Hal!

Khan Pilot #1:
No!

Khan Pilot #2:
Don't you have any decency?

Don Karnage:
I am a pirate! I don't do "decency"!

[The bomb bay doors open and the pilots, along with their plane, drop to the ocean]

Don Karnage:
April Foolishness!

Maddog:
Why'd ya let 'em live, Boss?

Don Karnage:
Because I want them to tell Shere Khan what we took! Let him worry.

Maddog:
Oh, now I see.

Don Karnage:
You know, worth is in the eye of me who is doing the beholding.

Baloo:
[Distracting two Air Pirate guards] Everybody, hoe down!

Well, swing to the left and swing to the right.

Do-si-do all day and night.

Back and forth, around and about.

Then you knock your partner out!

Don Karnage:
All right, Ratchet, take those goodies to the workshop and do... shop work on them.

Don Karnage:
Speak up! My door is always open sometimes.

Baloo:
Wait! I'm getting a brainstorm!

Rebecca:
[Sarcastically] And me without my umbrella.

Don Karnage:
Shoot them! A lot! Perforate them, you pinheads!

[After applying the Over Drive system]

Rebecca:
What was that?

Baloo:
A little something I added. But use it too long and the engines overheat and boom-boom, bye-bye.

Molly:
Baloo?

Baloo:
Yeah?

Molly:
Let's do it again!

Don Karnage:
Ah so here you are.

Don Karange:
There ha ha.

Don Karnage:
You are back with the pirates now yes-no.

Don Karnage:
You did well my puny protoge.

Don Karnage:
Happy!

Kit Cloudkicker:
Yeah could've been happier.

Rebecca":
What is with you.

Rebecca":
You haven't sent miles on the way home.

Rebecca:
Baloo!

Shere Khan":
Ah! So glad you can stop by!

Rebecca":
There are rules about this sort of thing you know.

Shere Khan:
I make my own rules.

Shere Khan:
Where's the stone?

Rebecca":
Look before we tell you anything.

Rebecca":
What is this stone everybody keeps talking about.

Shere Khan":
Fair enough! Doctor!

Dr. DeBolt":
Ahem! The stone is actually in some amplifier.

Dr. DeBolt:
Which means it can create unlimited energy.

Dr. DeBolt:
In all of Mr. Khan's businesses.

Dr. DeBolt:
But we are only we need to create one stone and then!

[While Shere Khan chokes Dr. DeBolt]

Shere Khan":
Thank you Doctor.

Shere Khan":
Now where is it.

Rebecca":
Um we don't have it Don Karnage does.

Shere Khan":
I am displeased Baloo.

Shere Khan":
You have let me down.

Baloo":
Don't tell me that for being let down mister because I am an expert.

Baloo":
Well i'm sick of being used and I'm sick of working for you.

Baloo":
And i'm sick of your stupid stone.

Baloo":
So y'all just leave me alone!

Shere Khan":
Hmmm! very emotional man!

Shere Khan":
You are all dismissed!

Dr. DeBolt":
Yeah but Mr. Khan.

Shere Khan":
Good Day!

[The air pirates are trying to break down a steel door with Mad Dog's head]

Don Karnage:
Stop that! What are you thinking?!

Mad Dog's:
Thanks, cap'n.

Don Karnage:
His head is way too soft. We need something harder.

Baloo:
Isn't this the life! No bosses, no troubles, no obligations.

Louie:
Yeah, cuz, you keep saying that every five minutes. And you'll believe it in a year or two.

Baloo:
If you can't fly, don't mess with the eagles!

Shere Khan:
[About Baloo] That was a pilot to be reckoned with.

Don Karnage:
To your posts, men! We will fight to the last man! [Dogfight ensues and the Iron Vulture catches fire] Then again... Retreat! Retreat! Full speed behind!

Baloo:
That overgrown blender is gonna fly my airplane?

Rebecca:
No. That overgrown blender is going to fly my airplane!

Prof. Martin Torque:
Unlike ordinary pilots, the auto aviator never deviates from its flight plan. It is the ultimate pilot.

Auto Aviator:
Ultimate pilot.

Prof. Torque:
It's efficient.

Auto Aviator:
Efficient.

Prof. Torque:
Obedient.

Auto Aviator:
Obedient.

Baloo:
Stupid.

Auto Aviator:
Stupid.

Baloo:
Hey! I'm starting to like this boy.

Prof. Torque:
You and your kind are like the dinosaurs: Decaying, defective and defunct.

Baloo:
Oh yeah...? Well defunct this! [punches Prof. Torque in the face]

Rebecca:
[When her customer goes over to Professor Torque] But we've had phone calls! Meetings! Lunches! I've listened to your frozen okra stories for a solid week!

Baloo:
[Spelling his name] That's Baloo with two "oo"s.

Don Karnage:
A mechanical pilot. It flies here, it flies there. And always in the straight line. They call it the modern day miracle. Well, my fellow plundering proteges, I call it the sitting duck.

Baloo:
Why do you guys even hang out with a loser like me?

Kit:
C'mon, we like being with ya. You're our buddy. You're the best.

Wildcat:
Besides, we've got nothing else to do... Oh, sorry.

Shere Khan:
Ah, Baloo, we've hit a bit of a snag with the professor's contraption. Any suggestions?

Baloo:
Got a bottle of soda pop?

Don Karnage:
My wonderfully brilliant mind tells me it may be time for a strategic withdrawal.

Mad Dog:
Say what?

Don Karnage:
RUN AWAY!

Baloo:
You wanna babysit?

Kit:
Yeah! I want to prove to my boss that she can depend on me.

Baloo:
Really?

Kit:
Well, that and the money's good.

Don Karnage:
You missed me, you sisters of a warthog!

[Not realizing their submarine is in the air]

Mad Dog:
So... what do you see?

Dumptruck:
[Looking through a periscope] Er..Cape Suzette.

Mad Dog:
The dock?

Dumptruck:
No.

Mad Dog:
The cannery?

Dumptruck:
No.

Mad Dog:
Well, what part do you see?

Dumptruck:
All of it.

Kit:
Molly, you've got to promise me you won't tell your mom we went all the way to the docks.

Molly:
I promise, Kit, and I always keep my promises. [Looking behind Kit] Don't I, mummy?

Wildcat:
Hey, Baloo, the harbor patrol is using dynamite to chase a sea monster out of the bay... You got any tartar sauce?

Kit:
[Hanging by a phone cord] Hello, Wildcat! Let me talk to Baloo.

Wildcat:
I'll get him, Kit. Hold the phone.

Kit:
I am! I am!

Wildcat:
Hey, Baloo! Phone!

Baloo:
[Taking off] Not now! I've got to save Kit from the sea monster!

Wildcat:
Kit, maybe you should call back when you're not being eaten.

Kit:
Baloo, when did you teach the Sea Duck to hover like this?

Baloo:
Hover? This plane can't hover! [He looks behind him to show the sea monster with half its arms wrapped around a sink in Rebecca's apartment and the other half wrapped around the tail of the Sea Duck] Uh-oh! Oh baby... This is gettin' serious!

Dumptruck:
[Looking above him, panicking] Yumping Yiminy! Sink! Sink!

Mad Dog:
You mean dive! Dive! [Sink hits Dumptruck on the head] Oh, I'm so sorry. You were right. That is a sink. [Laughs]

Dumptruck:
So, eh, why say "Dive, dive" when you want to sink?

Mad Dog:
'Cause you don't say, "Sink, sink"!

Don Karnage:
Just row! ROW!

Dumptruck:
Aye-aye, Captain-Captain!

Baloo:
Oh, we're not gonna make it. I'm gonna say we ran into a hurricane.

Kit:
Nah, used that story last week.

Baloo:
Oh... How about a volcano?

Kit:
Week before.

Baloo:
Cannibals?

Kit:
Last Tuesday.

Baloo:
Oh, baby! This is serious!

Baloo:
Well, little britches, looks like I blew it. But I guess it could've been worse. She coulda yelled at me.

Kit:
[Sees Rebecca coming] It's worse.

Rebecca:
Everything you have to do is on the schedule. Just check off each item as you go. And while you're checking off, I'll be checking up on YOU. Check?

Baloo:
Check.

Baloo:
[Pretending Wildcat's in charge] Ta-ta, Captain! A beautiful tour but Lester and I must be off.

Kit:
[Aside] Off our rockers.

Goon #2:
Hey! Don't I know you?

Kit:
[Rapping his muscles] My, my! Solid as a rock!

Baloo:
[Rapping his head] Up here too.

Goon #2:
[Laughing shyly] I take after my mother.

Goon #1:
Wait a minute. You're the pilot who lost the box.

Baloo:
Eureka. We've struck brains.

Baloo:
Maybe we're too smart for those guys. We need a stupid plan.

Trader Moe:
By the way, you didn't open that box, did ya?

Baloo:
What? And see the stolen crown inside? Nah! Well, maybe just a peek.

Trader Moe:
Okay, boys! Ready... aim...

Kit:
About face! Fire!

[The goons fire on Trader Moe]

Goon #1:
Sorry, boss.

Goon #2:
Yeah, sorry.

Goon #1:
That was dumb.

Goon #2:
He was dumb.

Goon #1:
We was just following orders.

Goon #2:
Yeah, orders.

Trader Moe:
SHUT UP! You don't listen to the kid, got it?

Goons:
Yep.

Baloo:
Ready, aim, fire!

[The goons fire again on Trader Moe]

Trader Moe:
Don't listen to the kid! Don't listen to the pilot! Listen to me! When I say fire, you fire! [realizes] WAIT!

[They fire]

Rebecca:
[Holding a sign saying the same] LAND YOU IDIOT SO I CAN STRANGLE U!

Rebecca & Trader Moe:
[At the same time] Wait 'til I get my hands on that fat bear.

Rebecca:
Molly Elizabeth Cunningham, what have you done?

Molly:
[To Henry, the Inkara sitting on a poacher] Didn't your mama tell you it's not polite to sit on people?

Rebecca:
This plane is private property! Who gave you the right to rummage around in it?! You're in big trouble, mister! Where are your credentials?

Don Karnage:
Read my lips. I-am-a-pirate. I do not need credentials!

Jibber [whispers]

Don Karnage:
What do you mean you found nothing?

Jibber [whispers again]

Don Karnage:
I know what the word "nothing" means! Where are they, Baloo?!

Baloo:
Where are what, Karny?

Don Karnage:
[through a clenched jaw] It is Karnage! Don-Karnage!

Rebecca:
Just give him the rubies, Baloo, before he gets angry.

Don Karnage:
Yes, Baloo, before he gets angry!

Rebecca:
Where did you hide the rubies?

Don Karnage:
Yes! Yes! The rubies! The rubies! Tell her so I can eavesdrop!

Kit:
Um... I don't think you can count your air pirates before they're despatched.

Rebecca:
You shouldn't be doing this, Baloo.

Baloo:
If you've got a better way, send me a postcard.

Baloo:
Well, who's gonna fly the plane now? Who's gonna fly that iceberg, huh? [Rebecca points at herself] You?! You don't know your elbow from your aileron.

Baloo:
3 o'clock! Look! Look, Rebecca! 3 o'clock!

Rebecca:
I know how to tell time, thank you!

Baloo:
[After Kit knocks Dumptruck cold with a flying manual] Nothing like a good book to put you to sleep.

Don Karnage:
A hundred tons of ice?! Why would anyone want a hundred tons of ice?!

Jibber:
[whispers]

Don Karnage:
Perhaps... but where would they get a straw big enough?

[The Air Pirates corner Baloo, Rebecca and Kit at the corner of the bomb bay.]

Baloo:
Wait, wait! [points to the wall] What's this red button for?

Mad Dog:
Oh, that's the bomb bay door release.

Baloo:
Thank you! [presses it]

[Alarm klaxons sound.]

Don Karnage:
He's opened the bomb bay doors! This is no time to be brave! RUN AWAY!

Baloo:
Say, how'd you find out about this inspection anyway?

Kit:
Uh... I accidentally read it on her calendar.

Baloo:
You mean the very private "Trespassers shall be shot" calendar that she keeps locked in her desk?

Kit:
That's the one.

Baloo:
[Laughs] I love that boy.

Rebecca:
I thought the air freight business would be full of adventure and romance. All I get is clutter and disorder.

Rebecca:
Molly, I want to talk to you about Mr. Covington. You do realize that Covington has become very special to me.

Molly:
I know, mommy, but Kara and Milly thinks he's creepy.

Rebecca:
They want me to be happy, don't they?

Molly:
Sure, mommy, but ... [Sigh] They'll try real hard to like Mr. Covington.

Rebecca:
[Kisses Molly] Thank you, Molly. [Leaves]

Molly:
But I won't.

Covington:
Don't six-year-olds ever get tired?

Covington:
Oh, Rebecca, darling, forgive me! Molly has been kidnapped.

Baloo:
[Grabbing him by the collar] Kidnapped?!

Rebecca:
[Pushing them apart] Calm down, Baloo. I'll handle this. [Wrenches him by the collar] KIDNAPPED?!

Rebecca:
I got romance and adventure... and may have lost my daughter in the process.

[Molly battles the kidnapper]

Badger #1:
Remind me to give up kidnapping.

Rebecca:
Why you two-faced, thimble-headed, no-account... MAN!

Mad Dog:
[Threatening an antique dealer] All right, you-

Dumptruck:
Say, let me do it, Mad Dog. It's my turn. [Grabbing the dealer] All right! Vhere is it?

Dealer:
Where's what?

Dumptruck:
[To Mad Dog] Er... Vhere's vhat?

[When someone on board sneezes]

Baloo & Kit:
Gesundheit!... Thank you... You're welcome... But I didn't sneeze.

[Rifling through his cargo to get at a stowaway]

Baloo:
Why, I'm gonna (Oops, that's Becky's crystal) pull your head off and (Gotta be careful with that one) use it for a doorstop!

Baloo:
Rebecca, have a heart. When was the last time I lied to you?

Rebecca:
What time is it?

Baloo:
With all the time I'm spending in the doghouse, I'm gonna need a flea collar!

Don Karnage:
[Slaps Mad Dog] IDIOT! That ratty old parrot happens to be a living breathing treasure map.

Mad Dog:
[Slaps Dumptruck] Idiot!

Don Karnage:
[Slaps Mad Dog again] I'll do the smacking around here. [Slaps Dumptruck next]

Dumptruck:
[In disguise] Vhat am I supposed to be?

Mad Dog:
You're a bird-watcher, mutton head!

Dumptruck:
Oh, ja. I love the little birdies, especially vith french fries.

Don Karnage:
Where's the treasure?!

Kit:
I don't know.

Don Karnage:
You do!

Kit:
Don't!

Don Karnage:
Do!

Kit:
Don't!

Don Karnage:
You don't.

Baloo:
You're in charge so charge!

Don Karnage:
[After crashing into a wall-face] What a lousy place for a wall.

Teacher:
There is no "ick" in Spinach, Kit.

Kit:
Wanna bet? Taste it. Ick!

Baloo:
Becky, that guy's as shifty as a 10-speed clutch.

Mr. Weaselle:
Sorry. I was too busy thinking of your Heimlich Maneuver to see that you were choking.

Detective Thursday:
Look, a flying bear!

Laundry Woman:
So?

Detective Thursday:
Um... A flying bear that, uh... juggles bowling balls!

Rebecca:
Brilliant, Baloo! What were two o's doing in "Chicken Soup"?

Baloo:
The backstroke?

Rebecca:
I'm telling you, Baloo, the way you spell is a crime.

Baloo:
Gimme a break, Beckers. You're making a federal case out of nothing.

Detective Thursday:
Are you the sky-writing pilot?

Baloo:
Yup, sure am.

Detective Thursday:
You're under arrest.

Detective Thursday:
I want the truth about those sky-written messages. Talk!

Baloo:
[Thinking he's talking about his bad spelling] All right. Okay. I confess. I'm the one you're looking for.

Detective Thursday:
I knew it! How long as this been going on?

Baloo:
Since 3rd Grade. My teacher said I'd be sorry someday.

Detective Thursday:
Started on the road to ruin young, eh?

Detective Thursday:
Pathetic! I've never seen such awful grades in my life.

Baloo:
Hey! I passed recess with flying colors.

Baloo:
Look, I proved I'm a lousy speller. What more do you want? All I did was write a few messages for Mr. Weasel.

Detective Thursday:
You know Weasel? Sneaky-looking guy in a bad suit, one of this town's biggest gangsters?

Baloo:
Yeah, yeah, and I can prove it. He dropped this. [shows Thursday the code book]

Detective Thursday:
[looks through the book] Why, this is a book of secret codes.

Rebecca:
Detective, I promise the next time Weasel shows up to give us another skywriting assignment, we'll refuse.

Detective Thursday:
Negative. Now that we've got his code book, I want you to play along. You're working for us now, Baloo.

Mr. Weaselle:
Here is the last message you'll ever need to sky-write: "Wait until dark".

Baloo:
Okay. But if I write if after dark, it'll be kinda hard to read.

Baloo:
Well, Beckers, it just goes to show it pays to know your ABDs.

Baloo:
When you're outmuscled, you've got to outthink 'em. Smart, subtile and trekkier than a bathtub full of jello.

Baloo:
So you see, Rebecca, this sick aunt of mine really needs my help and I thought-

Rebecca:
What was this aunt's name again, Baloo?

Baloo:
Uh... Er... Um... Milly! Yeah, that's it! Aunt Milly.

Rebecca:
Milly. That makes 23 sick aunts in the last six months.

Baloo:
Er... Well, you see... Pop's side of the family was never very healthy.

Rebecca:
It's another treasure hunt, isn't it?

Baloo:
Never trust a bubble you don't blow yourself.

Kit:
How'd you find us anyway?

Colonel Ivanod Spigot:
[Chortle] I simply examined the clues and my scintillating intellect deciphered where the idol was hidden.

Sergeant Dunder:
Yeah. And then we followed ya.

Kit:
I don't suppose you have a knife?

Baloo:
Sorry, Kit, the closest thing I've got is a shoulder blade.

Colonel Spigot:
I found it! Of course, you were holding it at the time but you proved no match for Spigot, the might that makes right.

Baloo:
The only right you should worry about is mine. And my left too.

Louie:
Hey, Baloo, ol' peluka. You want any backup?

Baloo:
Thanks, Louie, but this is between me and them.

Louie:
What Baloo needs between him and them is about three inches of concrete.

Colonel Spigot:
Gentlemen, there is a flyboy in my soup.

Baloo:
[Disguised as a fakir, he bows] It's you! It's you, O you horrible shrunken beast of supernatural of nastiness!

Colonel Spigot:
What is the meaning of this?!

Sergeant Dunder:
Are you speaking of Colonel Spigot?

Baloo:
Oh, no, round one. I am speaking to the other horrible shrunken of supernatural nastiness.

Baloo:
What you were doing wasn't safe.

Kit:
Since when do you care about safe? Who flew two tons of dynamite through a hurricane?

Daring Dan Dawson:
[About Kit] You must be the proud parents of Ace here!

Rebecca:
[Pointing to Baloo] Me?! Married to HIM?!

Police Officer:
You're named Baloo? I-

Baloo:
Okay. I surrender. Lock me up. I got nothing to live for anyway.

Police Officer:
Huh?

Baloo:
You're not here about the parking tickets?

Baloo:
Wait 'til I get through with that guy! He'll be able to count all his teeth on one hand!

Baloo:
Where's my navigator when he needs me?

Police Officer:
Dan Dabroski alias et cetera et cetera, you're under arrest!

[A phone conversation where Rebecca's talking about Baloo's health when Dr. O' Myer is talking about Baloo's broken gyro compass]

Dr. O' Myer:
It's bad news. Worse than I thought.

Rebecca:
Worse?

Dr. O' Myer:
Let me put it this way: Knock knock.

Rebecca:
Who's there?

Dr. O' Myer:
Imma

Rebecca:
Imma who?

Dr. O' Myer:
Immafraid the patient's time is up. This is one bad googleschlocker.

Rebecca:
Is there anything I can do?

Dr. O' Myer:
Well, you can sell me the spare parts.

[Rebecca trying to break the news to Baloo that he's dying]

Rebecca:
Baloo, you know how you've been thinking of ordering a lifetime subscription to Flyboy Magazine? Well, I'd go with a week to week if I were you?

Baloo:
Huh?

Rebecca:
Er, I... Um... Let me try this another way. Remember how you said no birthday party will ever top last year's?

Baloo:
Yeah?

Rebecca:
Well, I think you're right.

Baloo:
Becky, you're spinning your propeller but you're not getting anywhere. Now why don't you just spit it out?

Rebecca:
Okay. Your doctor called. It's bad. The worst.

Baloo:
Are you saying I'm headed for the last takeoff? Taking the final nosedive? Parachuting without a parachute?

Rebecca:
Yes, you're dying! [Bursts into tears]

Baloo:
If I do make it out, I'll go down in history like Wilbur and Orville, the Kitty Hawk Kids, Amelia Airhead, Oscar Wiggerstomper.

Rebecca:
Who's Oscar Wiggerstomper?

Baloo:
See? He never did anything historic.

Kit:
Look out for that island!

Wildcat:
[Crash lands the plane] You mean this island?

Kit:
I remember that guy. He was laughed out of the airplane biz.

Wildcat:
He's a comedian?

Kit:
No! He's Howard Huge, the famous airplane designer. I heard they gave him the axe.

Wildcat:
He's a lumberjack?

Rebecca:
Why would anyone hide an emergency exit under a seat?

Wildcat:
'Cause it's too hard climbing through the luggage compartment.

Rebecca:
Wildcat, if we make it back home safely, get therapy.

Baloo:
Let's see if this lead canary can flap its wings.

Bartender:
[on phone] Uh-huh! Where's the hullabaloo?... Oh, that Baloo!

Baloo:
Run for your lives!

Louie:
We are host to a ghost!

Rebecca:
You lowlife excuse for a pilot! When you said Molly had eaten your maps, that was cute. When you said a big hurricane blew your plane to Louie's, that was mildly amusing. But this is stupid!

Baloo:
That hash house is haunted!

Louie:
C-c-c-c-come see for yourself.

Baloo:
Yeah, and if there's no ghost, I'll quit my job.

Rebecca:
If there's no ghost, you won't have a job to quit!

Rebecca:
[About holding a weapon] Possession is nine-tenths of guilt.

[When Captain William Stansbury walks in]

Baloo:
Well, now, who's the stiff?

Rebecca:
You don't see many of them around here, Baloo. They're called gentlemen.

Louie:
Check it out, man! Ol' barnacle breath is putting the whammy on Beck-o-ramy.

Baloo:
I don't believe it! Generator's out, batteries, hydraulics... From the rudder to the fuzzy dice, this whole plane is dead!

Baloo:
You want us to sleep in that haunted house?

Rebecca:
Well, you can't sleep in here. Your snoring could wake the dead.

Louie:
Have a little heart.

Rebecca:
Have a little backbone.

Baloo:
Listen. You hear that?

Louie:
I don't hear anything.

Baloo:
That's what I mean! We scared 'em off!

Seymour:
Get back here! the show isn't over yet!

Baloo:
I hate this Kit. I hate it.

Kit:
Calm down Baloo, We're almost to Louie's.

Baloo:
All right, everyone aboard. I hope the trip's not too roughy.

Rebecca:
Baloo, that's enoughy- I mean enough.

Rebecca:
Baloo was right, I've been judging people all wrong.

Baloo:
Run! Run!

Rebecca:
[panting] I'm running, I'm running!

[They reach the Sea Duck and Baloo yanks the door open.]

Baloo:
In! In!

Rebecca:
I'm inning, I'm inning!

Baloo:
One thousand smackers for that overpriced piece of bacon?!

Salesman:
[panicking] Oh, no! You said the "b" word!

Baloo:
What, bacon?

[The hog goes berserk.]

Baloo:
The guy looked like a parking valet...

Rebecca:
You should have asked for credentials!

Baloo:
[scoffs] Credentials? Like what, a badge? The guy parks cars! Anyway, I got your car back.

Rebecca:
In how many pieces?

[about five minutes later]

Baloo:
You should ask for some credentials!

Rebecca:
[scoffs] Credentials? What do you want, a badge? The guy's a secret agent!

[after opening the "secret package"]

Rebecca:
They carry microfilm, right? They explode! Jack, please tell me they're not just ordinary worms!

Jack:
They're not ordinary worms. They're... very expensive fishing worms.

Rebecca:
But why would a spy carry fishing worms?

Jack:
I'm... not a spy. I'm just a... mailman.

Rebecca:
[seizes him, furious] But the trench coat!

Jack:
Would you have helped me if I said I was a postal worker?

Baloo:
[enjoying this immensely] You should have asked for credentials!

Rebecca:
Talk!

Jack:
My boss had me mail two packages. One was to his wife, the other to the High Marshal. You see, the High Marshal likes to fish...

Baloo:
And you sent the wrong package.

Jack:
She was supposed to get a jewelry box with little frills and a toy ballerina on top...

Rebecca:
We've been risking our necks for a can of worms and a jewelry box?!

Baloo:
[in Kit's body] Oh, clip my wings, what happened?

Kit:
[in Baloo's body] I know what you mean, Baloo. Suddenly, I feel so…heavy.

Baloo/Kit:
Li'l Britches, how…how did you get so big?

Kit/Baloo:
Hey!

Baloo/Kit:
And ruggedly handsome.

Kit/Baloo:
Baloo, I'm you, and you're…me!

Baloo/Kit:
Whoa! I've heard of going through a second childhood, but not somebody else's.

Rebecca:
[in Don Karnage's body] Stop or I'll call the police!

Shere Khan:
I believe in bygones being bygones. But this is business.

Baloo:
That's my plane!

Clerk:
According to this official stamp, it's a bird.

Baloo:
It's a plane!

Clerk:
It's a bird!

Baloo:
It's a plane!

Baloo:
This jail food is worse than Louie's all you can stand for a dollar special!

Wildcat:
Want to play in the snow?

Molly:
No.

Wildcat:
[makes a snow donut] Want a donut?

Molly:
It's not a donut. It's just snow.

Kit:
[sees a photo of the late Joe Magee] Who's that, Baloo? A friend of yours?

Baloo:
More than a friend, Kit. More like a guardian angel.

Joe Magee:
[voice] Look around you, Baloo. You're free as a bird. The skies are yours.

Rebecca:
Now see what your lying got us into?!

Baloo:
You're the one who lied to G.I. Shmoe!

Rebecca:
Yeah, but you lied to me first, so I had to lie to you to teach you the truth about lying!

Baloo:
Hey, this lady has potential!

Kit:
You're both nuts...

Kit:
Boy, she dies as good as you do!

Baloo:
Toldja she had potential!

Don Karnage:
What nincompoopery is this?

Don Karnage:
Any fool could see this is not the Sea Duck.

Sadie:
But here's their secret weapon.

Don Karnage:
You know, I would brain you- if you had a brain.

Don Karnage:
These friends of Baloo are useless.

Don Karnage:
They have no money, bad breath, and their mother dresses them in the silly clothes.

Kit Cloudkicker:
I'm not afraid of you Don Garbage.

Kit Cloudkicker:
Who are you calling useless?

Wildcat:
Yeah uh what he said.

[When Dumptruck bunks Wildcat in the head]

Don Karnage:
You have a quick tongue.

Don Karnage:
Keep it somewhere quiet like in your closed up mouth.

Don Karnage:
But, let us not be the hasty puddings.

Louie:
She followed me home. Can I keep her?

Baloo:
Louie, ungag the purdy lady. She probably wants to thank me.

Louie:
Hey! I saw her first! [Louie ungags Katie]

Katie Dodd:
Put me down, you goon!

Maitre'D:
Wait, gentlemen! Do you have a reservation?

Baloo:
Oh, that's okay, I'm with him.

Louie:
And I'm with him.

Thaddeus E. Klang:
You have a sharp tongue, madam, but my teeth are sharper! [bites through chain]

Baloo:
Well, so what do you want to do for the rest of our vacation?

Louie:
Anything but treasure hunting, Baloo.

Baloo:
Right. And no more falling for pretty faces.

Harem Girl:
Psst. Excuse me. Did I hear you mention treasure hunting? It just so happens I have this map...

[Baloo and Louie take the map and smash it over her head]

Harem Girl:
Ohh. What did I say?

Don Karnage:
This is Santa Karnage... You will give us the biggest and best Christmas presents... or we will blow you to tinsel!

Bobbo:
[saluting] Kit, we'll always remember you as the kid who flew a plane... sort of.

High Marshall:
[seeing through Spigot's ruse] Kids?!

Col. Spigot:
Y-you're not going to shoot me, are you?

High Marshall:
I wouldn't waste a bullet. [Spigot exhales in relief.] I have a much crueler punishment in mind!

[cut to the barracks kitchen, where Spigot is peeling onions]

Col. Spigot:
[sobbing] That little brat! Oh, I hope I don't cut myself...

Baloo:
Babyface Half Nelson!

Rebecca:
Oh, don't be such a baby.

Baloo:
He's just a gangster.

Rebecca:
He will be wearing stripes silly.

Gertalin:
You're under arrest!

Baloo:
But I just subduted a criminal.

Gertalin:
Wrong you subduted Officer Malarkey.

[Don Karnage is trying to sneak the Iron Vulture past the Cape Suzette cliff guns by disguising it as a yacht, and his men as bathing beauties.])

Dumptruck:
Hey, I'm embarrassed.

Mad Dog:
And I'm chilly.

Dumptruck:
Can ve put our coats on, captain?

Don Karnage:
What?! And ruin a perfect cover? I am in disguise; you are in disguise; the Iron Vulture is in disguise! Life is beautiful! Within moments, my love boat will sail right under those Cape Suzette guns. See how convincing you are, ladies? You have brought the attention of a handsome young sailor.

[The sailor in question is communicating with them in Semaphore.]

Mad Dog:
Uh, maybe he's trying to tell us something, captain.

Don Karnage:
Nonsense! What could he possibly be trying to tell us?

[The Iron Vulture crashes into a rock, causing its disguise to fall apart. The gunners open fire.]

Don Karnage:
Uh-oh... Retreat!

Dumptruck:
Now can ve put our coats on, captain?

Don Karnage:
Fire at will!

[Will screams]

Don Karnage:
Do not fire at Will, he is my Second Mate. Fire at the Sea Duck!

Ace London:
[to Sally, owner of Sally's Alley behind the bar] Ta-ta, Sal, m' gal! I'm off to become really famous this time!

Sally:
What are you testing this time, flyboy?

Ace London:
Well, sweetheart, all's I can say is [puts one foot on top of the bar and points theatrically at the sky] I've got an engine that's gonna make me the fastest man on earth!

[General Patton has just discovered Baloo's pickles in the large crate Ace flew in, and Ace realizes he loaded the wrong one.]

Ace London:
Uh... there was this other pilot back at Sal's! He must have switched crates on me!

General Patton:
Then I want that man arrested!

Ace London:
[panicked] No! [composes himself] No. Leave it to me, sir. I'll get that engine back or my name's not... [snaps fingers]

Group:
Ace London!

Ace London:
[winking heroically] You got THAT right!

Baloo:
[to Wildcat, while flying in the Sea Duck] I tell you, Wildcat, ever since we were kids, Ace was always good at getting two things: The glory and my goat! Oh, man, what I wouldn't give to see me bein' the hero and him hauling the freight! Just once!

Ace London:
[over radio] Baloo, it's Ace! Wait up!

Baloo:
Well, speak of the devil! [sarcastically into radio] Aren't the shipping lanes a little slow for the fastest man on earth?

Ace London:
You gotta give me your cargo right now, Baloo. That's an order!

[surrounded by Air Pirates on one side and Ace and his pilots on the other]

Wildcat:
Oh! Baloo, I got this sensational idea, that's like, in my head! [whispers] Let's use the secret engine!

Baloo:
Are you loco?! That things untested, secret, dangerous...! [chuckles] And absolutely perfect!

Baloo:
[holding onto the out of control jet engine, shouts to Wildcat] Shut it off!

Wildcat:
I thought I did!

Baloo:
Well, do it again!

Wildcat:
[to Baloo, after the jet engine suddenly stops] We're out of juice.

Baloo:
I figured.

[At the air force base where Baloo and Wildcat have just broken the sound barrier]

Ace London:
No! No, no, no! Wait! I'm the one who's supposed be famous, not him! [angrily pushes through the group of soldiers surrounding Baloo and Wildcat] He stole my engine!

Baloo:
Hey, whoa! Feather your props, Ace. I maybe a lowly cargo pilot, but I'm not a thief!

Ace's first pilot:
He's right sir! You must've loaded the wrong crate.

[Ace London's true nature was exposed after falsely accused Baloo a thief]

General Patton:
Shooting at civilians? Mishandling top secret property? I'll deal with you later, London! [pushes Ace away] Congratulations, son. This'll go in the history books.

Baloo:
Well, how about that?

General Patton:
You tested our jet for us. Now what can we do for you?

Baloo:
Well, I still have to deliver my pickles. But I got no plane.

General Patton:
Hmm... [points] why, he could fly the cargo for you, or his name's not...

Group:
Ace London!

[Cut to a close-up of Ace.]

Ace London:
[snapping weakly] You got that right.

[He crumples over the wheel, sobbing pathetically, with a large crate marked "PICKLES" strapped to the back of his fighter plane.]

Don Karnage:
It is this way, trust me!

Baloo:
Trust you?! Every chance you get, you cheat, you rob and you lie!

Don Karnage:
It's my job!

Baloo:
It was also your job not to tell them I was with you!

Don Karnage:
One little slip-up... so shoot me!

[A gunshot ricochets off the hatch]

Baloo:
I wish you hadn't said that!

[A creature is playacting baseball to communicate with Wildcat]

Wildcat:
Baseball! First base, second base, he's rounding third base! Home! Home? Oh! You want to see a baseball game in Bayou Country!

Pilot #2:
We don't have any tar.

Pilot #3:
And we don't have any feathers.

Pilot #2:
But we've got airplane grease.

Pilot #3:
And we've got spoons!

Pilots:
Grease and spoon him! Grease and spoon him! Grease and spoon him!

Doctor Zibaldo:
Why is it that toast always lands with the butter side down?! You drop ten slices... a hundred slices...

Baloo:
I'll bet this is the last time we ever hear of Doctor Zibaldo... or television!

Baloo:
If you were Rick Sky, how come you got caught so easily? You were only outnumbered six to one.

Rick Sky:
That was your fault. You didn't tell me your plane had no guns. Imagine my surprise!

Baloo:
[sarcastically] Well, if I had known you needed them, I would have put some on for you!

Rick Sky:
That's perfectly all right. Apology accepted.

Baloo:
And when it was over, the Squadron of Seven flew off, never forgetting the lone pilot who helped them recover the treasure... and their honor.

Don Karnage:
Hee hee - ooooh, I just love it when [Danger Woman] tinfoils the bad guys!

Baloo:
Now what are you really after, Karny?

Don Karnage:
For the umptimillionth time, Baloo, my name is Karnage - Don Karnage! And I am after nothing today but a birthday - mine!

Louie:
Ya don't say! So just how many candles will you be puttin' on your cake this year, you ol' pirate you?

Don Karnage:
My... candles... are none of your cotton-plucking floor wax, you snoopsy simian!

Dumptruck:
But, captain - you said you vere tventy-nine years old dis morning! But come to tink ov it, you said dat last year, too! And da year before dat! And da year be-

Don Karnage:
Remind me to shoot you when we get home!

Dumptruck:
Err - sorry, captain!

Don Karnage:
Not only am I a genius, but I am very very smart too.

Wildcat:
You know, using these leftover spare parts, I could probably make a plane in an hour.

Baloo:
Really?

Wildcat:
Sure. And since I only have half the parts, it'll only take half as long!