[Jiminy is walking around the deserted fairgrounds, littered with half-smoked cigars, shut-down carnival rides, and food wrappers]
Jiminy:
Pinocchio! Pinocchio! [whistles] Where is everybody? Look at this. This place is like a graveyard. I don't like the looks of this. Pinocchio! Hey! Where are you?
[meanwhile, in the pool hall, Lampwick is whistling "Hi-Diddle-Dee-Dee" and playing pool while Pinocchio sits at a table, smoking his cigar]
Pinocchio:
Where do you suppose all the kids went to, Lampwick?
Lampwick:
Oh, they're around here somewheres. Why do you care? You're havin' a good time, ain't ya? [hits a #3 ball into a hole]
Pinocchio:
Uh-huh. I sure am.
Lampwick:
Oh, boy! This is the life, huh, Pinokey?
Pinocchio:
Yeah! [smokes lightly] It sure is! [smokes lightly again]
Lampwick:
Ah, you smoke like me grandmother! [picks up his cigar] Come on. Take a big drag, like this! [inhales his cigar deeply]
Pinocchio:
OK, Lampy! [inhales his cigar deeply and his face turns red] GLY! [swallows the smoke instead of exhaling it] GLO! [turns pink in the face and his eyes begin to fill with water, which he closes them, releasing all of the water, and then turns green in the face and blows a smoke ring, which comes out of his mouth]
Lampwick:
Heh, some fun, huh, kid? [Pinocchio nods drowsily] OK, slats. [adds a point in the score chart] Your shot.
[Pinocchio, dazed and disoriented, can barely focus on striking the #8 ball, which appears to wink its eye at Pinocchio; Pinocchio shakes his head, causing his eyes to shake as well] What's the matter, slats? Losin' your grip?
[Pinocchio is about to strike the ball at first, but is then startled by Jiminy and falls flat on his face]
Jiminy:
PINOCCHIO! So, this is where I find you! How do you ever expect to be a real boy? Look at yourself! Smokin'! [pulls the flattened cigar out of Pinocchio's mouth] Playin' pool! [angrily kicks the #8 ball and stubs his toe] OWW! You're coming right home with me this minute!
Lampwick:
Hey, who's the beetle? [picks up Jiminy]
Jiminy:
Let go! Put me down! [voice becomes muffled as he gets wrapped around in his coat] Let me outta here! Let me out! Let me out! Put me down!
Pinocchio:
He's my conscience. He tells me what's right from wrong.
Lampwick:
[drops Jiminy] What? You mean to tell me that you oughtta take orders from a grasshopper?
Jiminy:
Grasshopper? Look here, you.... you impudent young pup! [climbs up and stands on the #8 ball] It wouldn't hurt you to take orders from your grasshopper.... um.... I mean, uh.... your conscience, if you have one.
Lampwick:
Yeah, yeah, yeah, sure. [strikes the #9 ball into the ball Jiminy is standing on] Screwball in the corner pocket.
[Jiminy is knocked into a hole by the #1 ball, the other ball goes in, too; when Jiminy lands in the ball pit, he runs out of the way of the #8 ball; Lampwick cracks up laughing]
Jiminy:
[angrily climbs out of hole] Why, you.... you young hoodlum! [furiously takes off his coat] I'll.... I'll knock your block off! [punches the air; Lampwick laughs harder] Why, I'll take you apart and put you back together!
Pinocchio:
[holds Jiminy back by his vest] Oh, don't hurt him, Jiminy. He's my best friend.
Jiminy:
Why, I'll oughtta let you... Huh? Your best friend? And what am I? Just your conscience! [angrily storms away] OK! That settles it! [picks up his suit and squashes his top hat real flat]
Pinocchio:
But, Jiminy....
Jiminy:
You buttered your bread. Now, sleep in it! [puts his suit coat on backwards and falls down a pool hole again; Lampwick laughs even harder] [mocks Lampwick's laughter] Ha, ha, ha! Go on! Laugh! Make a jackass out of yourself! I'm through! This is the end! [storms out the bar]
Pinocchio:
But, Jiminy, Lampwick says a guy only lives once.
Jiminy:
Lampwick! Ha!
Lampwick:
Come on, come on! Let him go! [pours some beer into a couple steins]
[meanwhile, Jiminy is storming out of Pleasure Island]
Jiminy:
Lampwick? Huh! Lampwick! [kicks a smoked cigar, making the ashes fly everywhere] Burns me up. After all I tried to do for him! [goes through the inside of an open book, and comes out by ripping and tearing some pages] Who's his conscience anyway? [gets tangled in the leg by a ribbon, and shakes it off] Me, or that...that hoodlum Lampwick? I've had enough of this! I'm takin' the next boat outta here! [raps on the door with his umbrella handle] Open up that door! Open up! I wanna go home!
[Jiminy hears donkeys braying on the other side of the door and slips under the door. There, he finds the Coachman and his henchman loading donkeys into crates and onto the boat]
Coachman:
C'mon, you blokes! Keep it moving. Lively there, now! We haven't got all night!
Jiminy:
[scratches his head] Where'd all the donkeys come from?
Coachman:
Come on, come on! Let's have another! [one of his henchmen pulls a donkey dressed in a police uniform toward him] And what's your name?
Donkey:
Hee-haw!
Coachman:
Okay, you'll do! [he tears the police uniform off the donkey and kicks him in the rear end, throwing him into a crate with five others] In you go! You boys will bring a nice price. [chuckles evilly] Alright! Next! [another donkey, who is dressed in a sailor suit is thrown toward him] And what might your name be?
Alexander:
Alexander.
Coachman:
Hmm, so you can talk.
Alexander:
Y-Yes, sir. I wanna go home to my mama!
Coachman:
Take him back! He can still talk! [snatches Alexander and throws him into a pen with six other donkeys that can still talk]
Alexander:
Please, please. I don't wanna be a donkey. [the others protest by begging and pleading for mercy] Let me out of here!
Coachman:
[cracks his whip and scares the boys with major anger] QUIET!!! You boys have had your fun! Now pay for it!
Jiminy:
Boys? So that's what...! Pinocchio! [he runs back to the pool hall to warn Pinocchio what has happened to the boys]
Lampwick:
Heh! To hear that beetle talk.... [takes a sip of his beer] .... you'd think that something was going to happen to us. [Lampwick suddenly sprouts donkey ears. Unaware of this, Pinocchio pushes his beer away] Conscience. Ah, phooey! [strikes a ball and grows a donkey tail, as a shocked Pinocchio then throws away his cigar] Where does he get that stuff? [sarcastically] "How do you ever expect to be a real boy?" [leans over the pool table, but when his head turns into a fuzzy brown donkey muzzle, he grabs his cigar, turns around, shows Pinocchio that he now has that head of a donkey, and puts it in his mouth] What's he think I look like? A jackass?
Pinocchio:
You sure do! [laughs, but when he accidentally brays in the middle of his laughter, he covers his mouth in shock]
Lampwick:
Hey, you laughed like a donkey. [laughs, then accidentally brays, and gasps and covers his mouth to stop] Did that come out of me? [Pinocchio nods in a horrified look; Lampwick feels his face, realizing he has a muzzle instead of a nose] Oh! [feels nothing but fur] Huh? [feels his donkey ears from bottom to top, then tugs at them] What the----? What's going on? [he looks in a mirror, but sees that he is only half a human and half a donkey, then screams in terror] AAAAAAAAAAAAAAAAAAAAAGHHHHH! [runs around in panic for help] I've been double-crossed! Help! Help! Somebody, help! I've been framed! HELP!!!! [begs to Pinocchio for help, while Pinocchio ends up backing into a wall, as Lampwick crawls on all four feet, and grabs the straps on Pinocchio's overalls by Lampwick's hands, but shakes him up and down] Please, you've gotta help me. Oh, be a pal. Call that beetle. Call anybody. [lets go of Pinocchio, as his hands close up, morphing into hooves; Pinocchio gasps in shock and backs away, scared] Mama! MA-AA-A-MA-AA-A!!!! AHHHHHHHHH!!! [In the shadow, Lampwick is forced down on all fours, and having turned into a donkey completely, begins to run around the room, and starts braying wildly, while Pinocchio runs away and hides behind a chair, when Lampwick smashes the mirror with his back hooves, knocks tables over, kicks chairs all over the place, and flees, still braying uncontrollably; Pinocchio suddenly sprouts gray donkey ears]
Pinocchio:
[tugs at his ears] OOOOH!!!! What's happened?!
Jiminy:
[races towards the pool hall] Oh, I hope I'm not too late.
Pinocchio:
What'll....? What'll I do?! [suddenly, he sprouts a gray donkey tail, grabs hold of its end, and gasps]
[Jiminy finally reaches the pool hall, and goes back in]
Jiminy:
Pinocchio!
Pinocchio:
Jiminy! Jiminy, help!
Jiminy:
Quick, Pinoke! The kids! The boys! They're all donkeys! [gasps] You, too! [Pinocchio nods] C'mon, quick, before you get any worse! [they run across the fairgrounds] This way, Pinoke. It's the only way out. [they climb up the rocks and onto a cliff] Hurry up.... OOF! Before they see us. [they stop at the cliff leading down to the water] You gotta jump. [they dive into the water, and swim far away from Pleasure Island, and get up on the mainland, before heading back to the workshop]
