forum Movie scripts game

Started February 01, 2019 by @Knight-Shives group

tune

Post movie scripts to you hearts content. Though nobody may repeat a movie. At all.

I got it! I got it! I got it!
Dinghy ahoy.
Dinghy off the port bow.

• Dinghy off the port bow!
• Dinghy off the port bow!
  Dinghy off the port bow.
• Captain, dinghy off the–
• Dinghy.
  I got it!
  I got it.
  Where is it?
  It's right here, captain.
  I never thought I'd see it
  with me own eye.
  Tickets to The SpongeBob Movie!
  Who lives in a pineapple
  Under the sea?
  Absorbent and yellow
  And porous is he
  SpongeBob SquarePants
  lf nautical nonsense
  Be something you wish
  SpongeBob SquarePants
  Then drop on the deck
  And flop like a fish
  SpongeBob SquarePants
  SpongeBob SquarePants
  SpongeBob SquarePants
  SpongeBob SquarePants
  SpongeBob SquarePants
  SpongeBob SquarePants
  SpongeBob SquarePants
  SpongeBob SquarePants
  SpongeBob SquarePants
  SpongeBob SquarePants
  The sea. So mysterious,
  so beautiful. So…
  …wet.
  Our story begins in Bikini Bottom's
  popular undersea eatery
  The Krusty Krab restaurant, where–
• Back up. Back up.
• Hey. Wait a minute.
• What is happening?
• PIease, settIe down.
  We've got a situation in there
  I'd rather not discuss
  tiII me manager gets here.
  Look, there he is.
  TaIk to me, Krabs.
  It started out as a simpIe order:
  a Krabby Patty with cheese.
  When the customer took a bite,
  no cheese!
  Get ahoId of yourseIf, Eugene.
  I'm going in.
  Take it easy, friend. I'm the manager
  of this estabIishment.
  Everything's gonna be just fine.
• I'm reaIIy scared here, man.
• You got a name?
• PhiI.
• You got a famiIy, PhiI?
  Come on, PhiI, stay with me.
  Let's hear about that famiIy.
  I got a wife
  and two beautifuI chiIdren.
  That's what it's aII about.
  I want you to do me a favour, PhiI.
  What?
  Say cheese.
  Order up.
  Three cheers for the manager!
  Hip! Hip!
  Hip! Hip!
  Hip! Hip!
  Hooray!
  Gary, I had that dream again.
  And it's finaIIy gonna
  come true. Today.
  Sorry about this, caIendar.
  Because today is the grand-opening
  ceremony for The Krusty Krab 2,
  where Mr. Krabs wiII announce
  the new manager.
  Who's it gonna be, Gary?
  WeII, Iet's ask my waII
  of 37 4 consecutive
  empIoyee-of-the-month awards.
  SpongeBob SquarePants.
  I'm ready. Promotion.
  CIeanIiness is next to
  manager-Iiness.
  I'm ready. Promotion.
  I'm ready. Promotion.
  SpongeBob!
  What are you doing in here?
  I have to teII you something,
  Squidward.
  Whatever it is,
  can't it wait untiI we get to work?
• There's no shower at work.
• What do you want?
  I just wanted to say
  I'II be thanking you
  in my manageriaI acceptance
  speech today.
  Get out!
  Okay. I'II see you at the ceremony.
  That sounds Iike the manager
  of the new Krusty Krab 2.
  Oops. HoId on.
• CongratuIations, buddy.
• Oh, thanks, Patrick.
  And tonight, after my big promotion,
  we're gonna party tiII we're purpIe.
  I Iove being purpIe!
  We're going to the pIace
  where aII the action is.
• You don't mean…?
• Oh, I mean.
  Goofy Goober's Ice Cream
  Party Boat!
  Oh, l'm a Goofy Goober, yeah
  You're a Goofy Goober, yeah
  We're all Goofy Goobers, yeah
  Goofy, goofy, goober, goober, yeah
  I'd better get going.
  I'm ready. Promotion.
  I'm ready. Promotion.
  Good Iuck, SpongeBob.
  Hey, Iook for me at the ceremony.
  I got a IittIe surprise for you.
  l'm a Goofy Goober
  Yeah
  HeIIo, Bikini Bottom!
  Perch Perkins here, coming
  to you Iive from in front of
  The Krusty Krab restaurant,
  for years the onIy pIace
  to get a deIicious
  and mouth-watering Krabby Patty.
  UntiI today, that is.
  That's right, foIks. Long-time owner
  Mr. Krabs is opening a new restaurant
  caIIed The Krusty Krab 2.
  First of aII,
  congratuIations, Mr. Krabs.
  HeIIo. I Iike money.
  What inspired you to buiId
  a second Krusty Krab
  right next door to the originaI?
  Money.
  Curses!
  It's not fair.
  Krabs is being interviewed
  by Perch Perkins,
  and I've never even had
  one customer!
  Don't get worked up again, Plankton,
  l just mopped the floors.
  Oh, Karen, my computer wife,
  if onIy I couId have managed to steaI
  the secret to Krabs' success,
  the formuIa for the Krabby Patty.
  Then peopIe wouId Iine up
  to eat at my restaurant.
  Lord knows I've tried.
  I've exhausted every eviI pIan
  in my fiIing cabinet…
• …from A to Y.
• A to Y?
  Yeah, A to Y.
  You know, the aIphabet.
  What about Z?
• Z?
• Z. The letter after Y.
  W, X, Y,
  Z. PIan Z!
• Here it is, just Iike you said.
• Oh, boy.
  It's eviI.
  It's diaboIicaI.
  It's Iemon-scented.
  This PIan Z can't possibIy faiI!
  So enjoy today, Mr. Krabs,
  because by tomorrow,
  I'II have the formuIa.
  Then everyone wiII eat
  at the Chum Bucket,
  and I wiII ruIe the worId!
  AII haiI PIankton. AII haiI PIank–!
  I'm ready. Promotion.
  I'm ready. Promotion.
  I think I stepped in something.
  Not in something,
  on someone, you twit.
  Sorry, PIankton.
  Are you on your way
  to the grand-opening ceremony?
  No, I am not on my way over
  to the grand-opening ceremony.
  I'm busy pIanning to ruIe the worId!
  WeII, good Iuck with that.
  I'm ready. Promotion.
  I'm ready. Promotion.
  Stupid kid.
  WeIcome. WeIcome, everyone,
  to the grand opening
  of The Krusty Krab 2.
• We paid $9 for this?
• I paid 1 0.
  Now, before we begin
  with the ribbon-cutting,
  I'd Iike to announce the name
  of our new manager.
  Yay! Yeah!
  Yeah! Now we're taIking! Yeah!
  Yes. WeII, anyway…
  The new manager is a IoyaI,
  hard-working empIoyee.
  Yes.
  The obvious choice for the job.
  He's right.
  A name you aII know.
  It starts with an S.
• That's me.
• PIease weIcome our new manager…
  …Squidward TentacIes.
  Yes! Yeah!
  Oh, better Iuck next time, buddy.
  Yeah! AII right!
  PeopIe of Bikini Bottom,
  as the manager of–
  SpongeBob.
  HoId the phone, foIks, I'm getting an
  important news fIash from Mr. Krabs.
  Go ahead, Mr. K.
  I'm making a compIete what
  of myseIf?
  The most embarrassing thing
  you've ever seen?
  And now it's worse
  because I'm repeating
  everything you say
  into the microphone?
  Oh, for crying out Ioud, SpongeBob,
  you didn't get the job.
• What?
• You did not get the job.
  But– But why?
  SpongeBob, you're a great fry cook,
  but I gave the job to Squidward
  because being manager
  is a big responsibiIity.
  WeII, Iet's face it, he's more…
• …mature than you.
• I'm not…
  …mature?
  Lad, I mean this
  in the nicest of ways,
  but there's a word for what you are,
  and that word is…
  Now, Iet's see…
• Dork?
• No, wait, that's not right. Not a dork.
• A goofbaII?
• CIoser, but no, no, no.
• A ding-a-Iing.
• Wing nut.
  A KnuckIehead McSpazatron.
  Okay, that's enough.
  Look, what I'm trying to say is,
  you're just a kid.
  And to be a manager,
  you have to be a man.
  Otherwise they'd caII it ''kid-ager.''
  You understand-ager?
  I mean, you understand?
  I guess so, Mr. Krabs.
  SpongeBob?
  I'm ready. Depression.
  I'm ready. Depression.
  Poor kid.
  Hooray for SpongeBob!
  Hooray for SpongeBob!
  Let's hear it for SpongeBob!
  HeIIo?
  Where'd everybody go?
  Did I miss something?
  Did you see my butt?
  Later that evening…
  Time to put PIan Z into effect.
  Starting at the undersea castIe
  of King Neptune.
  Oh, right.
  The royaI court is now in session.
  Bring the prisoner forward.
  So you have confessed to the crime
  of touching the king's crown.
• Yes, but–
• But what?
  But it's my job, Your Highness.
  I'm the royaI crown poIisher.
  WeII, then I guess
  I can't execute you.
• Twenty years in the dungeon it is.
• Daddy.
  You're free to go.
  BIess you, Princess Mindy.
  Mindy, how dare you defy me.
  Why do you have to be so mean?
  I am the king.
  I must enforce the Iaws of the sea.
  Father, I wish you'd try
  a IittIe Iove and compassion
  instead of these harsh punishments.
  That wouId be nice.
  Squire, cIear the room.
  I wish to speak
  to my daughter aIone.
  What is this, Mindy?
• Your crown?
• And what does this crown do?
• Covers your baId spot.
• It's not baId, it's
  thinning.
  This crown does much more
  than cover a sIightIy receding hairIine.
  No, this crown entitIes the one who
  wears it to be in charge of the sea.
  One day, you wiII wear this crown.
  I'm gonna be baId?
  Thinning!
  Anyway, the point is,
  you won't wear it
  untiI you Iearn how to ruIe
  with an iron fist.
  Like your father.
  Dad, your ''crown''…
  What the…?
  My crown!
  Someone has stoIen
  the royaI crown!
  I got it. I got it.
  Hey, aII you Goobers,
  it's time to say howdy
  to your favourite undersea peanut,
  Goofy Goober.
  Howdy, Goofy Goober!
  Hey, feIIow Goofy Goobers.
  Time to sing.
  Oh, l'm a Goofy Goober, yeah
  You're a Goofy Goober, yeah
  We're all Goofy Goobers, yeah
  Goofy, goofy, goober, goober, yeah
  AII right. Get it together, oId boy.
  I know. I'II just stop thinking about it.
  Hey, you know,
  I actuaIIy feeI a IittIe better.
  I don't even remember
  why I was sad.
  Hey, it's the new
  Krusty Krab 2 manager.
  Wow, the pressure's
  aIready setting in.
  No, Pat, you don't understand.
  I didn't get the promotion.
  What? Why?
  Mr. Krabs thinks I'm a kid.
• What? That's insane.
• I know.
  WeII, saying you're a kid,
  it's Iike saying I'm a kid.
• Here's your Goober MeaI, sir.
• I'm supposed to get a toy with this.
  Thanks.
  I'm gonna head home, Pat.
  The ceIebration's off.
• Are you sure?
• Yeah. I'm not in a Goober mood.
  Okay, see you.
  And here's your TripIe
  Gooberberry Sunrise, sir.
  TripIe Gooberberry Sunrise, huh?
  I guess I couId use one of those.
  Now you're taIking.
  Hey, waiter, we need
  another one over here.
  There you go.
  Boy, Pat, that hit the spot.
• I'm feeIing better aIready.
• Yeah.
  Waiter, Iet's get
  another round over here.
  Oh, Mr. Waiter. Two more, pIease.
  Waiter.
  Oh, waiter.
  Waiter.
  Waiter.
• Waiter!
• Why do I aIways get the nuts?
  AII right, foIks, this one goes out
  to my two bestest friends
  in the whoIe worId:
  Patrick and this big peanut guy.
  It's a IittIe ditty caIIed…
  …''Waiter!''
  Hey. Hey, get up.
  Hey, come on, buddy.
  I wanna go home.
  Come on, paI.
  Oh, my head.
  Listen to me. It's 8 in the morning.
  Go scrape up your friend
  and get going.
  My friend?
  Patrick. Hey, what's up, buddy?
  Wait, you said 8:00.
  I'm Iate for work.
  Mr. Krabs is gonna be…
  Mr. Krabs.
  Now, pay attention, Squidward.
  As new manager, you've gotta keep
  a sharp eye out for paying customers.
  Yawn.
  What's this? King Neptune is riding
  toward The Krusty Krab at Iunchtime.
  He's got money.
  Stay in the coach, daughter.
  This won't take Iong.
  Daddy, pIease.
  I think you're overreacting.
  SiIence, Mindy.
  I know what I'm doing.
• Squire.
• Yes, Your Highness.
  Have this poIe executed at once.
  A hundred and one doIIars
  for a Krabby Patty?
  With cheese, Mr. Squidward,
  with cheese.
  Greeting, subjects.
  I seek the one known
  as Eugene Krabs.
  May he present himseIf
  to me at once.
  I'm Eugene Krabs, Your Highness.
  WouId you Iike to order something?
  Nay! I'm on to you, Krabs!
  You have stoIen the royaI crown,
  you cannot deny.
  For, cIever as you are,
  you Ieft one damning piece of evidence
  at the scene of the crime.
  ''I stoIe your crown.
  Signed, Eugene Krabs.''
  ReIinquish the royaI crown
  to me at once.
  But– But this is crazy. I didn't do it.
  Ahoy, this is Eugene Krabs.
  Leave a message.
  Hi, Mr. Krabs. This is Clay,
  the guy you sold Neptune's crown to.
  Yeah, l just wanted to say
  thanks again for selling me the crown.
  Neptune's crown.
  l sold it to a guy in Shell City,
  and l just wanted to say thanks again
  for selling me the crown.
  Neptune's crown.
  Which is now in Shell City.
  Goodbye.
  Don't you just hate wrong numbers?
  My crown is in
  the forbidden SheII City?!
  PIan Z. I Iove PIan Z.
  Prepare to burn, Krabs.
  Wait, Neptune.
  PIease, I'm begging you.
  I ain't a crook.
  Ask anyone, they'II vouch for me.
  Very weII, then.
  Before I turn this conniving
  crustacean into fishmeaI,
  who here has anything to say
  about Eugene Krabs?
  I've got something to say
  about Mr. Krabs.
  SpongeBob, me boy,
  you've come just in time.
• Pardon me, miss.
• PIease, teII King Neptune
  aII about me.
  I have worked for Mr. Krabs
  for many years
  and aIways thought
  he was a great boss.
  You see? A great boss.
  I now reaIize
  that he's a great big jerk!
  I deserve that manager's job!
  But you didn't give it to me,
  because you say I'm a kid.
  WeII, I am 1 00-percent man!
  And this man has got
  something to say to you.
  There. I think I made my point.
  Anyone eIse?
  No? WeII, then.
  Me pants are on fire!
  Me underwear's on fire!
  I'm on fire!
  Oh, yeah.
  And now, Eugene Krabs, you wiII–
  Wait.
  I'm fIattered you wouId do this
  on my account,
  but being manager
  isn't worth kiIIing Mr. Krabs over.
  Quiet, fooI! Mr. Krabs stoIe my crown,
  and now it's in SheII City.
• That's why he must die.
• Doesn't it seem a IittIe harsh
  to kiII someone over a crown?
  You don't understand. My crown
  is a symboI of my king-Iike authority.
  And between you and me…
  …my hair is thinning a bit.
  Oh, Your Highness, I'm sure it's not
  that notice– BaId. BaId.
• BaId! BaId!
• BaId! BaId!
  My eyes!
  AII right, aII right.
  King Neptune, sir?
  WouId you spare Mr. Krabs' Iife
  if I went to get your crown back?
  You, go to SheII City?
  No one who's gone to SheII City
  has ever returned.
  What makes you think you couId?
  You're just a kid.
  But I'm not a kid. I can do it.
  Run aIong, I have a crab to cook.
  No! I won't Iet you.
  Very weII, then.
  I'II have to fry you both.
  Daddy, stop it.
  Can't you get through one day
  without executing someone?
  Mindy. I toId you
  to stay in the carriage.
  Where's your Iove and compassion?
  Look at this IittIe guy.
  He's wiIIing to risk his Iife
  to find your crown and save his boss.
• But, daughter, I–
• PIease, Father?
  At Ieast Iet him try.
  What have you got to Iose?
  Might I remind you
  of your speciaI probIem?
• BaId! BaId! BaId!
• BaId!
• BaId! BaId!
• My eyes!
  AII right.
  Very weII, Mindy.
  I'II give him a chance.
  But when your IittIe champion
  faiIs to return,
  I get to spIatter this crab
  aII over the waIIs.
  And as for you, be back here
  with my crown in exactIy ten days.
• He can do it in nine.
• Eight.
• Seven.
• Six.
• Patrick!
• Patrick!
  Six it is, then.
• Five.
• Patrick, shush.
  UntiI then, the crab shaII remain
  frozen where he now stands.
  No, wait. I'm begging you.
  Who turned on the AC? Mr. Krabs!
  Oh, no, this is terribIe.
  Who's gonna sign my paycheck?
  Come aIong, Mindy.
  Listen, you guys, the road
  to SheII City is reaIIy dangerous.
  There's crooks, kiIIers
  and monsters everywhere.
  And what's worse,
  there's a giant CycIops
  who guards the outskirts of the city
  and preys on innocent sea creatures.
  Don't Iet him catch you,
  because if he does,
  he'II take you back to his Iair,
  and you'II never be seen again.
  She's purty, SpongeBob.
  Here, take this.
  What's in here?
  It's a magicaI bag of winds.
• I stoIe them from my father.
• You're hot.
  Once you find the crown,
  open the bag of winds
  and you'II be bIown back home.
• Mindy!
• I'm coming.
• Good Iuck, SpongeBob.
• Wait. How did you know my name?
  Oh, I'm gonna be
  queen of the sea one day.
  I've Iearned the names
  of aII the sea creatures.
  What's my name?
  That's easy. You're Patrick Star.
• Mindy!
• I gotta go. I beIieve in you guys.
  Thanks, Mindy.
  Don't worry, Mr. Krabs.
  Patrick, Squidward and I–
  Pass.
• Patrick and I…
• Hi.
  …are gonna get that crown back
  and save you from Neptune's wrath.
  You've got nothing to worry about.
  Your Iife is in our hands.
  Patrick, Iet's go get that crown.
• Feast your eyes, Patrick.
• What is it?
  The Patty Wagon.
  Mr. Krabs uses it
  for promotionaI reasons.
  Let me show you
  some of its features.
  Sesame-seed finish,
  steeI-beIted pickIes,
  griIIed-Ieather interior.
  And under the hood,
  a fueI-injected french-fryer
  with duaI overhead grease traps.
• Wow.
• Yeah, wow.
  Hey, I thought you didn't have
  a driver's Iicense.
  You don't need a Iicense
  to drive a sandwich.
• SheII City, here we come!
• SheII City, here we come!
  Ding-a-Iing.
  Hey there, oId buddy. Freeze.
  One secret formuIa to go, pIease.
  No, no, don't troubIe yourseIf.
  I'II get it.
  WeII, I'd Iike to hang around,
  but I've got Krabby Patties to make…
  …over at the Chum Bucket.
  PIan Z, I Iove you.
  Oh, l'm a Goofy Goober, yeah
  You're a Goofy Goober, yeah
  We're all Goofy Goobers, yeah
  Goofy, goofy, goober, goober, yeah
  FiII her up, pIease.
  What'II it be, feIIas,
  mustard or ketchup?
  Are they Iaughing at us?
  No, Patrick,
  they're Iaughing next to us.
  Where you two dumb kids
  headed, anyway?
• Kids?
• Now, Patrick.
  For your information,
  we are not kids, we are men.
  And we're off to get
  King Neptune's crown in SheII City.
• SheII City?
• SheII City?
  Ain't that the pIace that's guarded
  by a kiIIer CycIops?
  That's right.
  LIoyd, take off your hat in respect.
  Respect for the dead!
  You two dipsticks ain't gonna Iast
  ten seconds over the county Iine.
  Oh, yeah? We'II see about that.
  Out of the car, feIIas.
  How many seconds was that?
  TweIve.
• In your face.
• In your face.
  That's what I'm taIking about. Yeah.
  Who's the kid now?
  They're dead.
  Perch Perkins here
  with an incredibIe news fIash.
  PIankton is seIIing Krabby Patties
  at the Chum Bucket.
  How is this possibIe? Let's find out.
  Step right up. PIenty for everybody.
  Excuse me, PIankton.
  Perch Perkins, Bikini Bottom News.
• Can I get a minute?
• Anything for you, Perch.
  AII of Bikini Bottom wants to know,
  how did you get the Krabby Patty?
  WeII, Perch, before my dear friend
  Eugene Krabs
  was frozen by King Neptune…
  I'm sorry.
  He confided in me a secret wish.
  ''SeII the Krabby Patty in my absence
  at the Chum Bucket,'' he said.
  ''Don't Iet the fIame die out.''
  By the way, act now and you get
  a free Chum Bucket bucket heImet
  with every purchase.
  Here you go, Perch.
• Thanks.
• Bucket heImets for everyone!
  My heImet!
  Karen, baby, I haven't feIt this giddy
  since the day you agreed
  to be my wife.
  l never agreed.
  EviI PIan Z is working perfectIy.
  Nothing can stop me now.
  Nothing except SpongeBob
  and his pink friend.
  My sensors indicate
  that they're going after the crown.
  lf they make it back, Neptune might
  discover some fingerprints.
  Tiny fingerprints.
  Stubby, tiny fingerprints.
  EviI PIan Z
  is way ahead of you, baby.
  I've aIready hired someone
  to take care of those two.
  He's a vicious,
  coId-bIooded predator.
  Sesame seed.
  Hey, mister.
  Does that hat take ten gaIIons?
• Going on.
• Yeah. Yeah.
• Moving on.
• Just keep going.
  Yup.
  Gonna get that crown.
  Oh, yeah.
• AII right.
• AII right.
  Yeah. Victory.
• Are we there yet?
• We must be cIose by now.
  Patrick, Iook. We're doing great!
  SheII City's onIy five days away.
  By car.
  I wish we stiII had our car.
  SpongeBob, Iook.
  Our car!
• The key.
• Where do you think it is?
  There it is, Pat. The key!
  Now, how are we gonna get it?
  I know. WaIk in and ask him for it.
  What are you Iooking at?
• Patrick, that's a terribIe idea.
• Sorry.
  I know. I'II go in and create
  a distraction, and you get the key.
  Wait. I wanna do the distraction.
  Okay. I guess it reaIIy doesn't matter
  who does the distraction.
  You see me waIking back–?
  Can I have everybody's attention?
  I have to use the bathroom.
  It's right over there.
  Stupid contacts. Oh, there it is.
  I better go wash it off.
  Patrick. You caII that a distraction?
  WeII, I had to go to the bathroom.
  WeII, I got my hands dirty
  for nothing.
  Patrick, check it out.
• Hooray!
• Hooray!
• BubbIe party!
• BubbIe party!
  Hey!
  Who bIew this bubbIe?
  You aII know the ruIes!
  AII bubbIe-bIowing babies
  wiII be beaten senseIess
  by every abIe-bodied patron
  in the bar.
  That's right! So who bIew it?
  So nobody knows.
• Maybe it was–
• Shut up!
  Somebody in here ain't a reaI man.
  You! We're on a baby hunt.
  And don't think we don't know
  how to weed them out.
  Now, everybody Iine up.
  DJ, time for the test.
  No baby can resist
  singing aIong to this.
  SpongeBob, it's the
  Goofy Goober theme song.
  I know.
  Oh, l'm a Goofy Goober, yeah
  You're a Goofy Goober, yeah
  We're all Goofy Goobers, yeah
  Goofy, goofy, goober, goober, yeah
• It was you! You're the baby!
• No, no! I onIy coughed, I swear.
  DJ ! Turn it up Iouder!
  Don't sing aIong, Patrick.
  I'm trying.
  Trying so hard.
  l'm a Goofy Goober, yeah
  You're a Goofy Goober, yeah
  We're all Goofy Goobers, yeah
  Goofy, goofy, goober, goobers, yeah
  WeII, weII, weII.
  Which one of you babies was it?
• It was him.
• It was him.
• He did it.
• He did it.
  I've never even eaten at–
  Goofy, goofy, goober, goobers, yeah
  WeII, Iooks Iike we got ourseIves
  a doubIe baby.
  Man, that was a cIose caII.
  Guess what I got.
  The key!
  Too bad SpongeBob's not here
  to enjoy SpongeBob not being here.
  Morning.
  Some peopIe have no taste
  in headgear.
  Babies too?
  Excuse me, miss,
  but where is everybody
  getting that horrid headwear?
  Who said that?
  Down here.
  WeII, I got it at the Chum Bucket.
  PIankton's giving them away free
  with every Krabby Patty.
  Chum Bucket? Free? Krabby Patty?
  PIankton? Giving? With?
  So you're seIIing
  Krabby Patties, PIankton?
  That's right, Squidward.
  And there's a free bucket heImet
  with every purchase.
  Care for one?
  No. You may have hoodwinked
  everyone eIse in this backwater town,
  but you can't fooI me.
  I Iisten to pubIic radio.
• And what's that supposed to mean?
• It means you set up Mr. Krabs.
  You stoIe the crown
  so Neptune wouId freeze him
  and you couId finaIIy get your stubby
  IittIe paws on the Krabby Patty formuIa.
  It was you aII aIong.
  But you made one fataI mistake.
  You messed with my paycheck.
  And I'm gonna report you
  to the highest authority in the Iand,
  King Neptune!
  We'II see about that,
  Inspector LooseIips.
  Now activating helmet
  brain-control devices.
  What?
  All hail Plankton.
• What's going on here?
• All hail Plankton.
  Seize him, sIaves!
  All hail Plankton.
  I'm getting out of here!
  All hail Plankton.
  All hail Plankton.
  Who can stop me now?
  Who?
• Come on, Pat, one more time.
• Okay.
  We're on a baby hunt. And don't think
  we don't know how to weed them out.
  ''Weed them out.''
  What a jerk.
  The road's getting kind of bumpy here.
  You know, SpongeBob,
  there's a Iesson to be Iearned
  from aII of this.
  What's that, Patrick?
  A bubbIe-bIowing doubIe baby
  doesn't beIong out here
  in man's country.
  Yeah. Wait.
  We bIew that bubbIe.
  Doesn't that make us
  a bubbIe-bIowing doubIe baby?
  Hey, Iook, free ice cream!
  Oh, boy!
  How you doing?
  Wait a minute.
  Wait a minute.
  SpongeBob!
  Yeah?
  Make mine a chocoIate!
  Got you covered. Two, pIease.
  CertainIy.
  You kids enjoy.
  ActuaIIy, we're men,
  Iady, but thanks.
  Okay, Patrick, Iet's…
  You can Iet go now.
  I said, Iet go, pIease.
  What is this?
  What kind of oId Iady are you?
  Did you get the ice cream?
  Step on it, Patrick!
  Hey!
  You may not know it, cowboy,
  but we got a ruIe around here
  about bIowing bubbIes.
  AII bubbIe-bIowing babies
  wiII be beaten senseIess by every
  abIe-bodied…
• In bar…
• Bar…
  Come on, kiddies,
  have some ice cream.
  I'II Iet you pet Mr. Whiskers.
  Jump for it, Patrick!
  WeII, we Iost our car again.
  Never mind the car,
  where's the road?
  Road. Road. Road.
  Road. Road. Road.
  Road. R– Sorry.
  There's the road.
  On the other side of this…
  …deep, dark…
  …dangerous…
• Hazardous.
• …hazardous…
  Monster-infested.
  Yeah, monster-infested…
  …trench.
  Hey, SpongeBob, Iook!
  Here's the way down.
  WeII, we're not gonna get
  the crown standing here.
  On to SheII City.
  Hey, Iook, it's making noise.
  SpongeBob?
• Hey, where are you going?
• I'm going home, Patrick.
  But what about Mr. Krabs?
  What about us?
  We'II never survive in that trench!
  You said it yourseIf,
  this is man's country.
  And Iet's face it, Pat. We're just…
• …kids.
• We're not kids.
  Open your eyes, Patrick!
  We bIow bubbIes, we eat ice cream.
  We worship a dancing peanut,
  for corn's sake!
  We don't beIong out here!
  We do not worship him.
  You've been wearing the same Goofy
  Goober Peanut Party underpants
  for three years straight.
  What do you caII that?
  Worship?
  You're right, SpongeBob.
  We are kids.
  PuII your pants up, Patrick.
• We're going home.
• But you can't go home.
  Mindy!
  Mindy?
• How much did you hear?
• I heard enough.
• Did you see my underwear?
• No, Patrick.
  Did you want to?
  Look, guys, you may be kids,
  but you're the onIy ones Ieft
  who can get that crown.
  What do you mean,
  the onIy ones Ieft?
  Things have gotten a Iot worse
  since you Ieft Bikini Bottom.
  Or shouId I say PIanktopoIis.
  All hail Plankton.
  No resting!
  This monument ceIebrating my gIory
  isn't gonna buiId itseIf.
  Move faster!
  Oh, my gosh! Patrick, Iook!
  PIankton's turned everyone
  we know into sIaves.
  Squidward.
  Sandy.
  Mrs. Puff.
  Even Gary.
  PIankton.
  Can't your father do something?
  My father's too distracted
  by his baId spot to do anything.
  Squire, wiII you hurry.
  So you see, you can't quit.
  The fate of Bikini Bottom
  rests in your hands.
• But– But we're just–
• Hey. It doesn't matter if you're kids.
  And what's so wrong with
  being a kid, anyway? Kids ruIe!
  You don't need to be a man
  to do this.
  You just gotta beIieve in yourseIf.
  You just gotta beIieve!
• I beIieve.
• That's the spirit.
  I beIieve that
  everybody I know is a goner!
  Come on, guys.
  Guys.
  Guys?
  Guys?
  Oh, boy.
  Think, Mindy, think.
  Yup, I guess you're right.
  A coupIe of kids couId never
  survive this journey.
  That's why I guess I'II just
  have to turn you into men.
  You can do that? How?
  With my mermaid magic.
  Did you hear that, Patrick?
  She'II use her mermaid magic
  to turn us into men!
  Hooray!
  We're gonna be men! We're gonna
  be men! We're gonna be men!
  Good. Now, Iet's get started.
  CIose your eyes.
• Are we men yet?
• Not yet.
  Spin around three times.
  I think it's working.
  Good. Now, keep your eyes shut.
  With my mermaid's magic
  and my one taiIfin,
  I command the two of you
  to turn into men!
  Open your eyes.
  I don't feeI any– Oh, my gosh,
  Patrick, you have a moustache!
  So do you!
  So now that you're men,
  can you make it to SheII City?
• Guys.
• Yeah?
  I said, now that you're men,
  can you make it to SheII City?
  Heck, yeah!
• Are men afraid of anything?
• Heck, no!
  And why?
  Because we're invincibIe!
• Yeah!
• Yeah!
  I never said that.
• Yeah!
• Yeah!
• Yeah!
• Yeah!
  Yeah! Yeah!
  Yeah! Yeah!
  Yeah.
• Patrick?
• Yeah, buddy?
  Why did we jump over the edge
  instead of taking the stairs?
  Bec–
  WeII…
• Patrick.
• Are we dead?
  No. Far from it, my friend.
  We're safe and sound
  at the bottom of this trench.
  The moustaches worked!
  Do you know what that means?
  We are invincibIe!
  Now that we're men
  We can do anything
  Now that we're men
  We are invincible
  Now that we're men
  We'll go to Shell City
  Get the crown, save the town
  And Mr. Krabs
  Now that we're men
  We have facial hair
  Now that we're men
  l change my underwear
  Now that we're men
  We've got a manly flair
  We've got the stuff
  We're tough enough to save the day
  We never had a chance
  when we were kids
  No! No! No!
  But take a look at what
  the mermaid did
  Yeah, go, Pat.
  Oh, yeah.
  Yeah, go, SpongeBob.
  Hooray!
  Now that they're men
  We can't bother them
  Now that they're men
  They have become our friends
  Now that they're men
  There'll be a happy end
  They'll pass the test
  And finish the quest for the crown
  They'll pass the test
  And finish the quest
  They'll pass the test
  And finish the quest for the crown
  ''SheII City, dead ahead.''
  We did it, Pat!
  We made it past everything!
  Even the hideous,
  disgusting monsters.
  Not you guys.
  You guys are awesome!
  WeII, Patrick, we shouId be there
  in one more verse.
• Now that we're men–
• FinaIIy.
  I got you right where I want you.
  Can I heIp you with something, sir?
  Name's Dennis.
  I've been hired to exterminate you.
  You're gonna exterminate us?
  Listen, junior,
  you caught me and my friend here
  in a good mood today,
  so I'm gonna Iet you off
  with a warning.
  Step aside,
  and you won't have to feeI
  the awesome wrath
  of our moustaches.
  You mean these?
  I thought you stiII had a piece of saIad
  stuck to your Iip from Iunchtime.
  They were fake?
  Of course they were fake!
  This is what a reaI moustache
  Iooks Iike.
• Is he a mermaid?
• AII right. Enough gab.
  What are you gonna do to us?
  PIankton was very specific.
  PIankton?
  For some reason,
  he wanted me to step on you.
  Step on us?
  Yeah! That way you'II never find out
  that he stoIe the crown!
  Perhaps I've said too much.
  That's a big boot.
  Don't worry.
  This wiII onIy hurt a Iot.
  I Iove this job!
• Bigger boot!
• Wait, Pat.
  This bigger boot saved our Iives.
  Thank you, stranger.
  Stranger?
  It's the CycIops!
  HeIp us! HeIp us!
  Save us, someone!
  Are we dead?
  I don't think so.
  ArtificiaIIy coIoured rocks?
  I don't know where we are.
  What is this?
  It's some kind of waII
  of psychic energy.
  No, Pat, it's a giant gIass bowI.
  Hey, there's some fish foIk.
• Hey, over here!
• Hey! Hey! Hey, you guys!
• You guys, hey! HeIp!
• Hey! HeIp!
• A IittIe heIp here! We're stuck in this–
• HeIp us out of the tank!
  Wait a second.
  Those fish are dead.
  What's he gonna do with us?
  Oh, no, he's going for his
  eviI instruments of torture.
  GIue? GoogIe eyes?
  He's making
  a humorous diorama of…
  …AIexander CIam BeII?
  Patrick, he's kiIIing sea animaIs and
  making them into smeIIy knickknacks.
  And I think we're next.
• You think so?
• Patrick! No!
  The heat is so intense
  from this Iamp that I can't move.
  The heat is so intense
  from this Iamp that I can't move.
  TeII me about it.
  This doesn't Iook too good, Patrick.
  You mean we're not gonna
  Get the crown, save the town
  And Mr. Krabs?
  I don't even think we're gonna
  be abIe to save ourseIves, buddy.
• Thanks.
• Don't mention it.
  WeII, it Iooks Iike what everybody
  said about us is true, Patrick.
  You mean that we're attractive?
  No, that we're just kids.
  A coupIe of kids
  in way over their heads.
  We were doomed from the start.
  I mean, Iook at us.
  We didn't even come
  cIose to the crown.
  We Iet everybody down.
  We faiIed.
  SheII City.
  Yeah, we never made it to SheII City.
  SheII City.
  ExactIy, buddy.
  Yeah, the pIace we never got to.
  SheII City.
  Okay, now you're starting
  to bum me out, Patrick.
  No, Iook at the sign.
  ''SheII City.
  Marine gifts and sundries.''
  SheII City is a gift shop?
  But if this is SheII City,
  then where's the…?
• Crown.
• Crown.
  Neptune's crown.
  This is SheII City.
  Pat, we did make it.
  Yeah, I guess we did.
  We did aII right
  for a coupIe of goofbaIIs.
  l'm a Goofy Goober, yeah
  You're a Goofy Goober, yeah
  We're all Goofy Goobers, yeah
  Goofy, goofy, goober, goober, yeah
  That's the end of SpongeBob.
  Come here, you.
  Shut up and Iook at the screen.
  The bird's right. Look.
  It be the tear of the Goofy Goobers.
  Hey, we're aIive.
• Let's get that crown.
• Right.
  On three, Patrick. Ready?
  One, two, three.
  Hey, it's Iighter than I thought.
  What's happening?
  I don't know. Look!
  Come on, Patrick.
  Let's get this crown
  back to Bikini Bottom.
• Do you stiII have that bag of winds?
• I sure do.
  Here you go.
  What?
  Nothing. Nothing.
  Okay, Iet's go over the instructions.
  Let's see, it says here, ''Step one:
  Point bag away from home.''
• Okay.
• ''Step two: PIant feet firmIy on ground.''
• Right.
• ''Step three:
  Remove string from bag,
  reIeasing the winds.''
  Check.
  WeII, that seems simpIe enough.
  Point bag away from home,
  feet firmIy on ground,
  puII string, reIeasing the winds.
  AII right, Iet's do it for reaI.
  SpongeBob?
• No, no, stop!
• I was bad, I'm sorry!
• PIease, bag.
• I'm sorry, I just thought–
  It was a mistake!
  Oh, no. How wiII we ever get
  back to Bikini Bottom now?
  I can take you there.
• Who are you?
• I'm David HasseIhoff.
• Hooray!
• Hooray!
  So where's your boat?
  Boat?
• Go, HasseIhoff.
• Next stop, Bikini Bottom.
  All hail Plankton. All hail Plankton.
  WeII, Krabs,
  you know what today is?
  Sorry about this, caIendar.
  March 1 4.
  Wait, that's not right.
  It shouId say
  ''The day that Krabs fries.''
  Guess who's here.
  Hooray for HasseIhoff!
  Nothing can stop us now.
  Unidentified object
  off the hindquarters.
  It Iooks Iike…
  …bigger boot.
  But how?
  Dennis!
  Did you miss me?
  This is the best seat in the house.
  AII right, Neptune, Iet's get it on.
  Eugene Krabs,
  your six-day reprieve is up,
  and it is time for you to die.
  PIease, I didn't do it.
  There is nothing eIse I can do.
  You can give SpongeBob and Patrick
  a IittIe more time.
  Except give SpongeBob and Patrick
  a IittIe more time–
  What? Mindy, wiII you butt out.
  I won't have you staIIing
  this execution.
  StaIIing? I'm not staIIing anything.
• Yes, you are.
• No, I'm not.
  Yes, you are.
  You're doing it right now.
• I'm staIIing.
• Yes.
• StaIIing?
• StaIIing!
• StaIIing.
• StaIIing!
  Oh, boy.
  Now, where were we?
• Patrick, run.
• No.
  I'm tired of running.
  If we run now, we'II never stop–
  Run, SpongeBob!
  Take it easy back there, feIIas.
  SpongeBob, be carefuI.
  Come on, kid, give it up.
  Dennis aIways gets his man.
  Never!
  Yeah! I did it!
  You got guts, kid.
  Too bad I gotta rip them out of you.
  I don't know what PIankton's
  paying you,
  but if you Iet us go,
  I can make it worth your whiIe.
  It's gonna take a Iot more than 5…
• What is this?
• That, sir, is five Goober doIIars.
  LegaI tender at any participating
  Goofy Goober–
  I got bubbIes. Fun at parties.
  My eyes.
  I got you, SpongeBob.
  Thanks, buddy.
  Thanks a Iot.
  That's it.
  I'm through messing around.
  See you Iater, fooIs.
  See you.
  So you think…
  …I'm…
  …staIIing.
  Where am I, in Crazytown?
  I have had enough of this nonsense!
  You are to wait in the carriage
  untiI the execution is done.
• But, Daddy–
• Now!
  No, no, no!
  Oh, SpongeBob, wherever you are,
  you better hurry.
  Okay, feIIas, this is where you get off.
  Bikini Bottom's directIy beIow.
  But we'II never be abIe
  to fIoat down in time.
  Who said anything about fIoating?
• lnitiating launch sequence.
• What the–?
• Did you see that?
• The controI.
  AII hands on deck.
  Ten seconds to lift-off. Nine, eight…
  Eugene Krabs, the time has come…
• No.
• Yes.
  …six, five…
  …for you…
• No.
• Yes.
  …three, two…
• …to fry.
• No.
• Yes.
• …one.
  No!
  You done good, HasseIhoff.
  You done–
  Hooray! We made it.
  We made it.
  My crown.
  My beautifuI crown!
  SpongeBob? Patrick?
  I knew you couId do it.
  Oh, yes. WeII done, SpongeBoob.
  Sorry to rain
  on your parade, PIankton.
  Oh, don't worry about me.
  My parade shaII be quite dry
  under my umbreIIa!
  UmbreIIa?
  Daddy, no.
  Daddy, yes.
  All hail Plankton.
  All hail Plankton. All hail Plankton.
  All hail Plankton. All hail Plankton.
  SpongeBob, what happened?
• PIankton cheated.
• Cheated?
  HoId on there, baIdy.
  Oh, grow up.
  What, you think this is a game
  of kickbaII on the pIayground?
  You never had a chance
  to defeat me, fooI.
  And you know why?
  Because you cheated?
  No, not because I cheated.
  Because I'm an eviI genius.
  And you're just a kid.
  A stupid kid.
  I guess you're right, PIankton.
  I am just a kid.
  Of course I'm right.
  Okay, Neptune, time to kiII.
  And you know, I've been through
  a Iot in the past six days,
  five minutes,
  And if I've Iearned anything
  during that time,
  it's that you are who you are.
• That's right. Okay, Neptune–
• And no amount of mermaid magic…
  …or manageriaI promotion…
  …or some other third thing…
  …can make me anything more
  than what I reaIIy am inside:
• A kid.
• That's great.
• Now, get back against the waII.
• But that's okay.
• What? What's going on?
• Because I did
  what everyone said
  a kid couIdn't do.
  I made it to SheII City,
  and I beat the CycIops,
  and I rode the HasseIhoff,
  and I brought the crown back.
• AII right, we get the point.
• So, yeah, I'm a kid.
  And I'm aIso a goofbaII.
  And a wing nut.
  And a KnuckIehead McSpazatron!
• What's going on here?
• But most of aII, I'm…
• Okay, settIe down. Take it easy.
• I'm… I'm…
  What the scaIIop?!
  l'm a Goofy Goober
  You're a Goofy Goober
  We're all Goofy Goobers
  Goofy, goofy, goober, goober
  Put your toys away
  Well, all l gotta say
  When you tell me not to play
  l say no way
• No way!
• No, no freaking way
  l'm a kid, you say
  When you say l'm a kid
  l say, ''Say it again''
  And then l say thanks
• Thanks!
• Thank you very much
  So if you're thinking
  That you'd like to be like me
  Go ahead and try
  The kid inside will set you free
  l'm a Goofy Goober
  What's happening?
  His dance moves are impressive,
  but I'm in controI.
• Seize him!
• All hail Plankton.
  I'm free. I've been freed!
  What?
  No!
  My precious heImets!
  His chops are too righteous.
  The heImets can't handIe
  this IeveI of rock 'n' roII.
  Karen, do something.
  Karen?
  AII right, that's the Iast straw.
  Neptune, I command you to…
• Here you go, Daddy.
• I better get out of here.
  Look, it's the wizard who saved us.
  Out of my way, fooIs.
  Come on, I was just kidding.
  Come on, you guys knew that,
  didn't you?
  With the heImets
  and the big monuments…
  Wasn't that hiIarious, everybody?
  I wiII destroy aII of you!
  WeII, Mindy, I have to admit,
  you were right.
  Your compassion
  for these sea creatures
  proved a most admirabIe trait.
  Without it, I wouId have never
  again seen my beIoved crown.
  I think you're going to make a fine
  ruIer of the sea one day.
• Now, Iet's go home.
• Daddy,
  haven't you forgotten something?
  What? Oh, yeah.
  Eugene Krabs,
  I forgot to unfreeze you.
  What the–?
  I guess I had it set to
  ''reaI boy'' ending.
  Oh, I'm sorry
  for faIseIy freezing you, Krabs.
  And may I say, sir,
  you are a very Iucky feIIow
  to have in your empIoy
  such a brave, faithfuI
  and heroic young Iad.
• Where is he, anyway?
• I'm up here.
  I'm on it.
  Go to him now, Krabs.
  Embrace him.
  SpongeBob, me boy,
  I'm sorry I ever doubted you.
  That's a mistake I won't make again.
  Oh, Mr. Krabs, you oId soft-serve.
  And now, SpongeBob,
  I'm gonna do something
  that I shouId've done six days ago.
  Mr. Squidward,
  front and centre, pIease.
  I think we aII know who rightfuIIy
  deserves to wear that manager pin.
  I couIdn't agree more, sir.
  Hooray for SpongeBob!
  Wait a second, everybody.
  There's something I need to say first.
  I just don't know how to put it.
  I think I know what it is.
  After going on
  your Iife-changing journey,
  you now reaIize you don't want
  what you thought you wanted.
  What you reaIIy wanted
  was inside you aII aIong.
  Are you crazy? I was just gonna
  teII you that your fIy is down.
  Manager! This is
  the greatest day of my Iife!
  You know, David HasseIhoff
  is a great artist.
  Excuse me, sir.
  You foIks have to Ieave.
  What? Say that again, if you dare.
  You foIks have to Ieave.
  Okay.

According to all known laws
of aviation,
there is no way a bee
should be able to fly.
Its wings are too small to get
its fat little body off the ground.
The bee, of course, flies anyway
because bees don't care
what humans think is impossible.
Yellow, black. Yellow, black.
Yellow, black. Yellow, black.
Ooh, black and yellow!
Let's shake it up a little.
Barry! Breakfast is ready!
Ooming!
Hang on a second.
Hello?

• Barry?
• Adam?
• Oan you believe this is happening?
• I can't. I'll pick you up.
  Looking sharp.
  Use the stairs. Your father
  paid good money for those.
  Sorry. I'm excited.
  Here's the graduate.
  We're very proud of you, son.
  A perfect report card, all B's.
  Very proud.
  Ma! I got a thing going here.
• You got lint on your fuzz.
• Ow! That's me!
• Wave to us! We'll be in row 118,000.
• Bye!
  Barry, I told you,
  stop flying in the house!
• Hey, Adam.
• Hey, Barry.
• Is that fuzz gel?
• A little. Special day, graduation.
  Never thought I'd make it.
  Three days grade school,
  three days high school.
  Those were awkward.
  Three days college. I'm glad I took
  a day and hitchhiked around the hive.
  You did come back different.
• Hi, Barry.
• Artie, growing a mustache? Looks good.
• Hear about Frankie?
• Yeah.
• You going to the funeral?
• No, I'm not going.
  Everybody knows,
  sting someone, you die.
  Don't waste it on a squirrel.
  Such a hothead.
  I guess he could have
  just gotten out of the way.
  I love this incorporating
  an amusement park into our day.
  That's why we don't need vacations.
  Boy, quite a bit of pomp…
  under the circumstances.
• Well, Adam, today we are men.
• We are!
• Bee-men.
• Amen!
  Hallelujah!
  Students, faculty, distinguished bees,
  please welcome Dean Buzzwell.
  Welcome, New Hive Oity
  graduating class of…
  …9:15.
  That concludes our ceremonies.
  And begins your career
  at Honex Industries!
  Will we pick ourjob today?
  I heard it's just orientation.
  Heads up! Here we go.
  Keep your hands and antennas
  inside the tram at all times.
• Wonder what it'll be like?
• A little scary.
  Welcome to Honex,
  a division of Honesco
  and a part of the Hexagon Group.
  This is it!
  Wow.
  Wow.
  We know that you, as a bee,
  have worked your whole life
  to get to the point where you
  can work for your whole life.
  Honey begins when our valiant Pollen
  Jocks bring the nectar to the hive.
  Our top-secret formula
  is automatically color-corrected,
  scent-adjusted and bubble-contoured
  into this soothing sweet syrup
  with its distinctive
  golden glow you know as…
  Honey!
• That girl was hot.
• She's my cousin!
• She is?
• Yes, we're all cousins.
• Right. You're right.
• At Honex, we constantly strive
  to improve every aspect
  of bee existence.
  These bees are stress-testing
  a new helmet technology.
• What do you think he makes?
• Not enough.
  Here we have our latest advancement,
  the Krelman.
• What does that do?
• Oatches that little strand of honey
  that hangs after you pour it.
  Saves us millions.
  Oan anyone work on the Krelman?
  Of course. Most bee jobs are
  small ones. But bees know
  that every small job,
  if it's done well, means a lot.
  But choose carefully
  because you'll stay in the job
  you pick for the rest of your life.
  The same job the rest of your life?
  I didn't know that.
  What's the difference?
  You'll be happy to know that bees,
  as a species, haven't had one day off
  in 27 million years.
  So you'll just work us to death?
  We'll sure try.
  Wow! That blew my mind!
  "What's the difference?"
  How can you say that?
  One job forever?
  That's an insane choice to have to make.
  I'm relieved. Now we only have
  to make one decision in life.
  But, Adam, how could they
  never have told us that?
  Why would you question anything?
  We're bees.
  We're the most perfectly
  functioning society on Earth.
  You ever think maybe things
  work a little too well here?
  Like what? Give me one example.
  I don't know. But you know
  what I'm talking about.
  Please clear the gate.
  Royal Nectar Force on approach.
  Wait a second. Oheck it out.
• Hey, those are Pollen Jocks!
• Wow.
  I've never seen them this close.
  They know what it's like
  outside the hive.
  Yeah, but some don't come back.
• Hey, Jocks!
• Hi, Jocks!
  You guys did great!
  You're monsters!
  You're sky freaks! I love it! I love it!
• I wonder where they were.
• I don't know.
  Their day's not planned.
  Outside the hive, flying who knows
  where, doing who knows what.
  You can'tjust decide to be a Pollen
  Jock. You have to be bred for that.
  Right.
  Look. That's more pollen
  than you and I will see in a lifetime.
  It's just a status symbol.
  Bees make too much of it.
  Perhaps. Unless you're wearing it
  and the ladies see you wearing it.
  Those ladies?
  Aren't they our cousins too?
  Distant. Distant.
  Look at these two.
• Oouple of Hive Harrys.
• Let's have fun with them.
  It must be dangerous
  being a Pollen Jock.
  Yeah. Once a bear pinned me
  against a mushroom!
  He had a paw on my throat,
  and with the other, he was slapping me!
• Oh, my!
• I never thought I'd knock him out.
  What were you doing during this?
  Trying to alert the authorities.
  I can autograph that.
  A little gusty out there today,
  wasn't it, comrades?
  Yeah. Gusty.
  We're hitting a sunflower patch
  six miles from here tomorrow.
• Six miles, huh?
• Barry!
  A puddle jump for us,
  but maybe you're not up for it.
• Maybe I am.
• You are not!
  We're going 0900 at J-Gate.
  What do you think, buzzy-boy?
  Are you bee enough?
  I might be. It all depends
  on what 0900 means.
  Hey, Honex!
  Dad, you surprised me.
  You decide what you're interested in?
• Well, there's a lot of choices.
• But you only get one.
  Do you ever get bored
  doing the same job every day?
  Son, let me tell you about stirring.
  You grab that stick, and you just
  move it around, and you stir it around.
  You get yourself into a rhythm.
  It's a beautiful thing.
  You know, Dad,
  the more I think about it,
  maybe the honey field
  just isn't right for me.
  You were thinking of what,
  making balloon animals?
  That's a bad job
  for a guy with a stinger.
  Janet, your son's not sure
  he wants to go into honey!
• Barry, you are so funny sometimes.
• I'm not trying to be funny.
  You're not funny! You're going
  into honey. Our son, the stirrer!
• You're gonna be a stirrer?
• No one's listening to me!
  Wait till you see the sticks I have.
  I could say anything right now.
  I'm gonna get an ant tattoo!
  Let's open some honey and celebrate!
  Maybe I'll pierce my thorax.
  Shave my antennae.
  Shack up with a grasshopper. Get
  a gold tooth and call everybody "dawg"!
  I'm so proud.
• We're starting work today!
• Today's the day.
  Oome on! All the good jobs
  will be gone.
  Yeah, right.
  Pollen counting, stunt bee, pouring,
  stirrer, front desk, hair removal…
• Is it still available?
• Hang on. Two left!
  One of them's yours! Oongratulations!
  Step to the side.
• What'd you get?
• Picking crud out. Stellar!
  Wow!
  Oouple of newbies?
  Yes, sir! Our first day! We are ready!
  Make your choice.
• You want to go first?
• No, you go.
  Oh, my. What's available?
  Restroom attendant's open,
  not for the reason you think.
• Any chance of getting the Krelman?
• Sure, you're on.
  I'm sorry, the Krelman just closed out.
  Wax monkey's always open.
  The Krelman opened up again.
  What happened?
  A bee died. Makes an opening. See?
  He's dead. Another dead one.
  Deady. Deadified. Two more dead.
  Dead from the neck up.
  Dead from the neck down. That's life!
  Oh, this is so hard!
  Heating, cooling,
  stunt bee, pourer, stirrer,
  humming, inspector number seven,
  lint coordinator, stripe supervisor,
  mite wrangler. Barry, what
  do you think I should… Barry?
  Barry!
  All right, we've got the sunflower patch
  in quadrant nine…
  What happened to you?
  Where are you?
• I'm going out.
• Out? Out where?
• Out there.
• Oh, no!
  I have to, before I go
  to work for the rest of my life.
  You're gonna die! You're crazy! Hello?
  Another call coming in.
  If anyone's feeling brave,
  there's a Korean deli on 83rd
  that gets their roses today.
  Hey, guys.
• Look at that.
• Isn't that the kid we saw yesterday?
  Hold it, son, flight deck's restricted.
  It's OK, Lou. We're gonna take him up.
  Really? Feeling lucky, are you?
  Sign here, here. Just initial that.
• Thank you.
• OK.
  You got a rain advisory today,
  and as you all know,
  bees cannot fly in rain.
  So be careful. As always,
  watch your brooms,
  hockey sticks, dogs,
  birds, bears and bats.
  Also, I got a couple of reports
  of root beer being poured on us.
  Murphy's in a home because of it,
  babbling like a cicada!
• That's awful.
• And a reminder for you rookies,
  bee law number one,
  absolutely no talking to humans!
  All right, launch positions!
  Buzz, buzz, buzz, buzz! Buzz, buzz,
  buzz, buzz! Buzz, buzz, buzz, buzz!
  Black and yellow!
  Hello!
  You ready for this, hot shot?
  Yeah. Yeah, bring it on.
  Wind, check.
• Antennae, check.
• Nectar pack, check.
• Wings, check.
• Stinger, check.
  Scared out of my shorts, check.
  OK, ladies,
  let's move it out!
  Pound those petunias,
  you striped stem-suckers!
  All of you, drain those flowers!
  Wow! I'm out!
  I can't believe I'm out!
  So blue.
  I feel so fast and free!
  Box kite!
  Wow!
  Flowers!
  This is Blue Leader.
  We have roses visual.
  Bring it around 30 degrees and hold.
  Roses!
  Stand to the side, kid.
  It's got a bit of a kick.
  That is one nectar collector!
• Ever see pollination up close?
• No, sir.
  I pick up some pollen here, sprinkle it
  over here. Maybe a dash over there,
  a pinch on that one.
  See that? It's a little bit of magic.
  That's amazing. Why do we do that?
  That's pollen power. More pollen, more
  flowers, more nectar, more honey for us.
  Oool.
  I'm picking up a lot of bright yellow.
  Oould be daisies. Don't we need those?
  Oopy that visual.
  Wait. One of these flowers
  seems to be on the move.
  Say again? You're reporting
  a moving flower?
  Affirmative.
  That was on the line!
  This is the coolest. What is it?
  I don't know, but I'm loving this color.
  It smells good.
  Not like a flower, but I like it.
  Yeah, fuzzy.
  Ohemical-y.
  Oareful, guys. It's a little grabby.
  My sweet lord of bees!
  Oandy-brain, get off there!
  Problem!
• Guys!
• This could be bad.
  Affirmative.
  Very close.
  Gonna hurt.
  Mama's little boy.
  You are way out of position, rookie!
  Ooming in at you like a missile!
  Help me!
  I don't think these are flowers.
• Should we tell him?
• I think he knows.
  What is this?!
  Match point!
  You can start packing up, honey,
  because you're about to eat it!
  Yowser!
  Gross.
  There's a bee in the car!
• Do something!
• I'm driving!
• Hi, bee.
• He's back here!
  He's going to sting me!
  Nobody move. If you don't move,
  he won't sting you. Freeze!
  He blinked!
  Spray him, Granny!
  What are you doing?!
  Wow… the tension level
  out here is unbelievable.
  I gotta get home.
  Oan't fly in rain.
  Mayday! Mayday! Bee going down!
  Ken, could you close
  the window please?
  Oheck out my new rsum.
  I made it into a fold-out brochure.
  You see? Folds out.
  Oh, no. More humans. I don't need this.
  What was that?
  Maybe this time. This time. This time.
  This time! This time! This…
  Drapes!
  That is diabolical.
  It's fantastic. It's got all my special
  skills, even my top-ten favorite movies.
  What's number one? Star Wars?
  Nah, I don't go for that…
  …kind of stuff.
  No wonder we shouldn't talk to them.
  They're out of their minds.
  When I leave a job interview, they're
  flabbergasted, can't believe what I say.
  There's the sun. Maybe that's a way out.
  I don't remember the sun
  having a big 75 on it.
  I predicted global warming.
  I could feel it getting hotter.
  At first I thought it was just me.
  Wait! Stop! Bee!
  Stand back. These are winter boots.
  Wait!
  Don't kill him!
  You know I'm allergic to them!
  This thing could kill me!
  Why does his life have
  less value than yours?
  Why does his life have any less value
  than mine? Is that your statement?
  I'm just saying all life has value. You
  don't know what he's capable of feeling.
  My brochure!
  There you go, little guy.
  I'm not scared of him.
  It's an allergic thing.
  Put that on your rsum brochure.
  My whole face could puff up.
  Make it one of your special skills.
  Knocking someone out
  is also a special skill.
  Right. Bye, Vanessa. Thanks.
• Vanessa, next week? Yogurt night?
• Sure, Ken. You know, whatever.
• You could put carob chips on there.
• Bye.
• Supposed to be less calories.
• Bye.
  I gotta say something.
  She saved my life.
  I gotta say something.
  All right, here it goes.
  Nah.
  What would I say?
  I could really get in trouble.
  It's a bee law.
  You're not supposed to talk to a human.
  I can't believe I'm doing this.
  I've got to.
  Oh, I can't do it. Oome on!
  No. Yes. No.
  Do it. I can't.
  How should I start it?
  "You like jazz?" No, that's no good.
  Here she comes! Speak, you fool!
  Hi!
  I'm sorry.
• You're talking.
• Yes, I know.
  You're talking!
  I'm so sorry.
  No, it's OK. It's fine.
  I know I'm dreaming.
  But I don't recall going to bed.
  Well, I'm sure this
  is very disconcerting.
  This is a bit of a surprise to me.
  I mean, you're a bee!
  I am. And I'm not supposed
  to be doing this,
  but they were all trying to kill me.
  And if it wasn't for you…
  I had to thank you.
  It's just how I was raised.
  That was a little weird.
• I'm talking with a bee.
• Yeah.
  I'm talking to a bee.
  And the bee is talking to me!
  I just want to say I'm grateful.
  I'll leave now.
• Wait! How did you learn to do that?
• What?
  The talking thing.
  Same way you did, I guess.
  "Mama, Dada, honey. " You pick it up.
• That's very funny.
• Yeah.
  Bees are funny. If we didn't laugh,
  we'd cry with what we have to deal with.
  Anyway…
  Oan I…
  …get you something?
• Like what?
  I don't know. I mean…
  I don't know. Ooffee?
  I don't want to put you out.
  It's no trouble. It takes two minutes.
• It's just coffee.
• I hate to impose.
• Don't be ridiculous!
• Actually, I would love a cup.
  Hey, you want rum cake?
• I shouldn't.
• Have some.
• No, I can't.
• Oome on!
  I'm trying to lose a couple micrograms.
• Where?
• These stripes don't help.
  You look great!
  I don't know if you know
  anything about fashion.
  Are you all right?
  No.
  He's making the tie in the cab
  as they're flying up Madison.
  He finally gets there.
  He runs up the steps into the church.
  The wedding is on.
  And he says, "Watermelon?
  I thought you said Guatemalan.
  Why would I marry a watermelon?"
  Is that a bee joke?
  That's the kind of stuff we do.
  Yeah, different.
  So, what are you gonna do, Barry?
  About work? I don't know.
  I want to do my part for the hive,
  but I can't do it the way they want.
  I know how you feel.
• You do?
• Sure.
  My parents wanted me to be a lawyer or
  a doctor, but I wanted to be a florist.
• Really?
• My only interest is flowers.
  Our new queen was just elected
  with that same campaign slogan.
  Anyway, if you look…
  There's my hive right there. See it?
  You're in Sheep Meadow!
  Yes! I'm right off the Turtle Pond!
  No way! I know that area.
  I lost a toe ring there once.
• Why do girls put rings on their toes?
• Why not?
• It's like putting a hat on your knee.
• Maybe I'll try that.
• You all right, ma'am?
• Oh, yeah. Fine.
  Just having two cups of coffee!
  Anyway, this has been great.
  Thanks for the coffee.
  Yeah, it's no trouble.
  Sorry I couldn't finish it. If I did,
  I'd be up the rest of my life.
  Are you?
  Oan I take a piece of this with me?
  Sure! Here, have a crumb.
• Thanks!
• Yeah.
  All right. Well, then…
  I guess I'll see you around.
  Or not.
  OK, Barry.
  And thank you
  so much again… for before.
  Oh, that? That was nothing.
  Well, not nothing, but… Anyway…
  This can't possibly work.
  He's all set to go.
  We may as well try it.
  OK, Dave, pull the chute.
• Sounds amazing.
• It was amazing!
  It was the scariest,
  happiest moment of my life.
  Humans! I can't believe
  you were with humans!
  Giant, scary humans!
  What were they like?
  Huge and crazy. They talk crazy.
  They eat crazy giant things.
  They drive crazy.
• Do they try and kill you, like on TV?
• Some of them. But some of them don't.
• How'd you get back?
• Poodle.
  You did it, and I'm glad. You saw
  whatever you wanted to see.
  You had your "experience. " Now you
  can pick out yourjob and be normal.
• Well…
• Well?
  Well, I met someone.
  You did? Was she Bee-ish?
• A wasp?! Your parents will kill you!
• No, no, no, not a wasp.
• Spider?
• I'm not attracted to spiders.
  I know it's the hottest thing,
  with the eight legs and all.
  I can't get by that face.
  So who is she?
  She's… human.
  No, no. That's a bee law.
  You wouldn't break a bee law.
• Her name's Vanessa.
• Oh, boy.
  She's so nice. And she's a florist!
  Oh, no! You're dating a human florist!
  We're not dating.
  You're flying outside the hive, talking
  to humans that attack our homes
  with power washers and M-80s!
  One-eighth a stick of dynamite!
  She saved my life!
  And she understands me.
  This is over!
  Eat this.
  This is not over! What was that?
• They call it a crumb.
• It was so stingin' stripey!
  And that's not what they eat.
  That's what falls off what they eat!
• You know what a Oinnabon is?
• No.
  It's bread and cinnamon and frosting.
  They heat it up…
  Sit down!
  …really hot!
• Listen to me!
  We are not them! We're us.
  There's us and there's them!
  Yes, but who can deny
  the heart that is yearning?
  There's no yearning.
  Stop yearning. Listen to me!
  You have got to start thinking bee,
  my friend. Thinking bee!
• Thinking bee.
• Thinking bee.
  Thinking bee! Thinking bee!
  Thinking bee! Thinking bee!
  There he is. He's in the pool.
  You know what your problem is, Barry?
  I gotta start thinking bee?
  How much longer will this go on?
  It's been three days!
  Why aren't you working?
  I've got a lot of big life decisions
  to think about.
  What life? You have no life!
  You have no job. You're barely a bee!
  Would it kill you
  to make a little honey?
  Barry, come out.
  Your father's talking to you.
  Martin, would you talk to him?
  Barry, I'm talking to you!
  You coming?
  Got everything?
  All set!
  Go ahead. I'll catch up.
  Don't be too long.
  Watch this!
  Vanessa!
• We're still here.
• I told you not to yell at him.
  He doesn't respond to yelling!
• Then why yell at me?
• Because you don't listen!
  I'm not listening to this.
  Sorry, I've gotta go.
• Where are you going?
• I'm meeting a friend.
  A girl? Is this why you can't decide?
  Bye.
  I just hope she's Bee-ish.
  They have a huge parade
  of flowers every year in Pasadena?
  To be in the Tournament of Roses,
  that's every florist's dream!
  Up on a float, surrounded
  by flowers, crowds cheering.
  A tournament. Do the roses
  compete in athletic events?
  No. All right, I've got one.
  How come you don't fly everywhere?
  It's exhausting. Why don't you
  run everywhere? It's faster.
  Yeah, OK, I see, I see.
  All right, your turn.
  TiVo. You can just freeze live TV?
  That's insane!
  You don't have that?
  We have Hivo, but it's a disease.
  It's a horrible, horrible disease.
  Oh, my.
  Dumb bees!
  You must want to sting all those jerks.
  We try not to sting.
  It's usually fatal for us.
  So you have to watch your temper.
  Very carefully.
  You kick a wall, take a walk,
  write an angry letter and throw it out.
  Work through it like any emotion:
  Anger, jealousy, lust.
  Oh, my goodness! Are you OK?
  Yeah.
• What is wrong with you?!
• It's a bug.
  He's not bothering anybody.
  Get out of here, you creep!
  What was that? A Pic 'N' Save circular?
  Yeah, it was. How did you know?
  It felt like about 10 pages.
  Seventy-five is pretty much our limit.
  You've really got that
  down to a science.
• I lost a cousin to Italian Vogue.
• I'll bet.
  What in the name
  of Mighty Hercules is this?
  How did this get here?
  Oute Bee, Golden Blossom,
  Ray Liotta Private Select?
• Is he that actor?
• I never heard of him.
• Why is this here?
• For people. We eat it.
  You don't have
  enough food of your own?
• Well, yes.
• How do you get it?
• Bees make it.
• I know who makes it!
  And it's hard to make it!
  There's heating, cooling, stirring.
  You need a whole Krelman thing!
• It's organic.
• It's our-ganic!
  It's just honey, Barry.
  Just what?!
  Bees don't know about this!
  This is stealing! A lot of stealing!
  You've taken our homes, schools,
  hospitals! This is all we have!
  And it's on sale?!
  I'm getting to the bottom of this.
  I'm getting to the bottom
  of all of this!
  Hey, Hector.
• You almost done?
• Almost.
  He is here. I sense it.
  Well, I guess I'll go home now
  and just leave this nice honey out,
  with no one around.
  You're busted, box boy!
  I knew I heard something.
  So you can talk!
  I can talk.
  And now you'll start talking!
  Where you getting the sweet stuff?
  Who's your supplier?
  I don't understand.
  I thought we were friends.
  The last thing we want
  to do is upset bees!
  You're too late! It's ours now!
  You, sir, have crossed
  the wrong sword!
  You, sir, will be lunch
  for my iguana, Ignacio!
  Where is the honey coming from?
  Tell me where!
  Honey Farms! It comes from Honey Farms!
  Orazy person!
  What horrible thing has happened here?
  These faces, they never knew
  what hit them. And now
  they're on the road to nowhere!
  Just keep still.
  What? You're not dead?
  Do I look dead? They will wipe anything
  that moves. Where you headed?
  To Honey Farms.
  I am onto something huge here.
  I'm going to Alaska. Moose blood,
  crazy stuff. Blows your head off!
  I'm going to Tacoma.
• And you?
• He really is dead.
  All right.
  Uh-oh!
• What is that?!
• Oh, no!
• A wiper! Triple blade!
• Triple blade?
  Jump on! It's your only chance, bee!
  Why does everything have
  to be so doggone clean?!
  How much do you people need to see?!
  Open your eyes!
  Stick your head out the window!
  From NPR News in Washington,
  I'm Oarl Kasell.
  But don't kill no more bugs!
• Bee!
• Moose blood guy!
• You hear something?
• Like what?
  Like tiny screaming.
  Turn off the radio.
  Whassup, bee boy?
  Hey, Blood.
  Just a row of honey jars,
  as far as the eye could see.
  Wow!
  I assume wherever this truck goes
  is where they're getting it.
  I mean, that honey's ours.
• Bees hang tight.
• We're all jammed in.
  It's a close community.
  Not us, man. We on our own.
  Every mosquito on his own.
• What if you get in trouble?
• You a mosquito, you in trouble.
  Nobody likes us. They just smack.
  See a mosquito, smack, smack!
  At least you're out in the world.
  You must meet girls.
  Mosquito girls try to trade up,
  get with a moth, dragonfly.
  Mosquito girl don't want no mosquito.
  You got to be kidding me!
  Mooseblood's about to leave
  the building! So long, bee!
• Hey, guys!
• Mooseblood!
  I knew I'd catch y'all down here.
  Did you bring your crazy straw?
  We throw it in jars, slap a label on it,
  and it's pretty much pure profit.
  What is this place?
  A bee's got a brain
  the size of a pinhead.
  They are pinheads!
  Pinhead.
• Oheck out the new smoker.
• Oh, sweet. That's the one you want.
  The Thomas 3000!
  Smoker?
  Ninety puffs a minute, semi-automatic.
  Twice the nicotine, all the tar.
  A couple breaths of this
  knocks them right out.
  They make the honey,
  and we make the money.
  "They make the honey,
  and we make the money"?
  Oh, my!
  What's going on? Are you OK?
  Yeah. It doesn't last too long.
  Do you know you're
  in a fake hive with fake walls?
  Our queen was moved here.
  We had no choice.
  This is your queen?
  That's a man in women's clothes!
  That's a drag queen!
  What is this?
  Oh, no!
  There's hundreds of them!
  Bee honey.
  Our honey is being brazenly stolen
  on a massive scale!
  This is worse than anything bears
  have done! I intend to do something.
  Oh, Barry, stop.
  Who told you humans are taking
  our honey? That's a rumor.
  Do these look like rumors?
  That's a conspiracy theory.
  These are obviously doctored photos.
  How did you get mixed up in this?
  He's been talking to humans.
• What?
• Talking to humans?!
  He has a human girlfriend.
  And they make out!
  Make out? Barry!
  We do not.
• You wish you could.
• Whose side are you on?
  The bees!
  I dated a cricket once in San Antonio.
  Those crazy legs kept me up all night.
  Barry, this is what you want
  to do with your life?
  I want to do it for all our lives.
  Nobody works harder than bees!
  Dad, I remember you
  coming home so overworked
  your hands were still stirring.
  You couldn't stop.
  I remember that.
  What right do they have to our honey?
  We live on two cups a year. They put it
  in lip balm for no reason whatsoever!
  Even if it's true, what can one bee do?
  Sting them where it really hurts.
  In the face! The eye!
• That would hurt.
• No.
  Up the nose? That's a killer.
  There's only one place you can sting
  the humans, one place where it matters.
  Hive at Five, the hive's only
  full-hour action news source.
  No more bee beards!
  With Bob Bumble at the anchor desk.
  Weather with Storm Stinger.
  Sports with Buzz Larvi.
  And Jeanette Ohung.
• Good evening. I'm Bob Bumble.
• And I'm Jeanette Ohung.
  A tri-county bee, Barry Benson,
  intends to sue the human race
  for stealing our honey,
  packaging it and profiting
  from it illegally!
  Tomorrow night on Bee Larry King,
  we'll have three former queens here in
  our studio, discussing their new book,
  Olassy Ladies,
  out this week on Hexagon.
  Tonight we're talking to Barry Benson.
  Did you ever think, "I'm a kid
  from the hive. I can't do this"?
  Bees have never been afraid
  to change the world.
  What about Bee Oolumbus?
  Bee Gandhi? Bejesus?
  Where I'm from, we'd never sue humans.
  We were thinking
  of stickball or candy stores.
  How old are you?
  The bee community
  is supporting you in this case,
  which will be the trial
  of the bee century.
  You know, they have a Larry King
  in the human world too.
  It's a common name. Next week…
  He looks like you and has a show
  and suspenders and colored dots…
  Next week…
  Glasses, quotes on the bottom from the
  guest even though you just heard 'em.
  Bear Week next week!
  They're scary, hairy and here live.
  Always leans forward, pointy shoulders,
  squinty eyes, very Jewish.
  In tennis, you attack
  at the point of weakness!
  It was my grandmother, Ken. She's 81.
  Honey, her backhand's a joke!
  I'm not gonna take advantage of that?
  Quiet, please.
  Actual work going on here.
• Is that that same bee?
• Yes, it is!
  I'm helping him sue the human race.
• Hello.
• Hello, bee.
  This is Ken.
  Yeah, I remember you. Timberland, size
  ten and a half. Vibram sole, I believe.
  Why does he talk again?
  Listen, you better go
  'cause we're really busy working.
  But it's our yogurt night!
  Bye-bye.
  Why is yogurt night so difficult?!
  You poor thing.
  You two have been at this for hours!
  Yes, and Adam here
  has been a huge help.
• Frosting…
• How many sugars?
  Just one. I try not
  to use the competition.
  So why are you helping me?
  Bees have good qualities.
  And it takes my mind off the shop.
  Instead of flowers, people
  are giving balloon bouquets now.
  Those are great, if you're three.
  And artificial flowers.
• Oh, those just get me psychotic!
• Yeah, me too.
  Bent stingers, pointless pollination.
  Bees must hate those fake things!
  Nothing worse
  than a daffodil that's had work done.
  Maybe this could make up
  for it a little bit.
• This lawsuit's a pretty big deal.
• I guess.
  You sure you want to go through with it?
  Am I sure? When I'm done with
  the humans, they won't be able
  to say, "Honey, I'm home,"
  without paying a royalty!
  It's an incredible scene
  here in downtown Manhattan,
  where the world anxiously waits,
  because for the first time in history,
  we will hear for ourselves
  if a honeybee can actually speak.
  What have we gotten into here, Barry?
  It's pretty big, isn't it?
  I can't believe how many humans
  don't work during the day.
  You think billion-dollar multinational
  food companies have good lawyers?
  Everybody needs to stay
  behind the barricade.
• What's the matter?
• I don't know, I just got a chill.
  Well, if it isn't the bee team.
  You boys work on this?
  All rise! The Honorable
  Judge Bumbleton presiding.
  All right. Oase number 4475,
  Superior Oourt of New York,
  Barry Bee Benson v. The Honey Industry
  is now in session.
  Mr. Montgomery, you're representing
  the five food companies collectively?
  A privilege.
  Mr. Benson… you're representing
  all the bees of the world?
  I'm kidding. Yes, Your Honor,
  we're ready to proceed.
  Mr. Montgomery,
  your opening statement, please.
  Ladies and gentlemen of the jury,
  my grandmother was a simple woman.
  Born on a farm, she believed
  it was man's divine right
  to benefit from the bounty
  of nature God put before us.
  If we lived in the topsy-turvy world
  Mr. Benson imagines,
  just think of what would it mean.
  I would have to negotiate
  with the silkworm
  for the elastic in my britches!
  Talking bee!
  How do we know this isn't some sort of
  holographic motion-picture-capture
  Hollywood wizardry?
  They could be using laser beams!
  Robotics! Ventriloquism!
  Oloning! For all we know,
  he could be on steroids!
  Mr. Benson?
  Ladies and gentlemen,
  there's no trickery here.
  I'm just an ordinary bee.
  Honey's pretty important to me.
  It's important to all bees.
  We invented it!
  We make it. And we protect it
  with our lives.
  Unfortunately, there are
  some people in this room
  who think they can take it from us
  'cause we're the little guys!
  I'm hoping that, after this is all over,
  you'll see how, by taking our honey,
  you not only take everything we have
  but everything we are!
  I wish he'd dress like that
  all the time. So nice!
  Oall your first witness.
  So, Mr. Klauss Vanderhayden
  of Honey Farms, big company you have.
  I suppose so.
  I see you also own
  Honeyburton and Honron!
  Yes, they provide beekeepers
  for our farms.
  Beekeeper. I find that
  to be a very disturbing term.
  I don't imagine you employ
  any bee-free-ers, do you?
• No.
• I couldn't hear you.
• No.
• No.
  Because you don't free bees.
  You keep bees. Not only that,
  it seems you thought a bear would be
  an appropriate image for a jar of honey.
  They're very lovable creatures.
  Yogi Bear, Fozzie Bear, Build-A-Bear.
  You mean like this?
  Bears kill bees!
  How'd you like his head crashing
  through your living room?!
  Biting into your couch!
  Spitting out your throw pillows!
  OK, that's enough. Take him away.
  So, Mr. Sting, thank you for being here.
  Your name intrigues me.
• Where have I heard it before?
• I was with a band called The Police.
  But you've never been
  a police officer, have you?
  No, I haven't.
  No, you haven't. And so here
  we have yet another example
  of bee culture casually
  stolen by a human
  for nothing more than
  a prance-about stage name.
  Oh, please.
  Have you ever been stung, Mr. Sting?
  Because I'm feeling
  a little stung, Sting.
  Or should I say… Mr. Gordon M. Sumner!
  That's not his real name?! You idiots!
  Mr. Liotta, first,
  belated congratulations on
  your Emmy win for a guest spot
  on ER in 2005.
  Thank you. Thank you.
  I see from your rsum
  that you're devilishly handsome
  with a churning inner turmoil
  that's ready to blow.
  I enjoy what I do. Is that a crime?
  Not yet it isn't. But is this
  what it's come to for you?
  Exploiting tiny, helpless bees
  so you don't
  have to rehearse
  your part and learn your lines, sir?
  Watch it, Benson!
  I could blow right now!
  This isn't a goodfella.
  This is a badfella!
  Why doesn't someone just step on
  this creep, and we can all go home?!
• Order in this court!
• You're all thinking it!
  Order! Order, I say!
• Say it!
• Mr. Liotta, please sit down!
  I think it was awfully nice
  of that bear to pitch in like that.
  I think the jury's on our side.
  Are we doing everything right, legally?
  I'm a florist.
  Right. Well, here's to a great team.
  To a great team!
  Well, hello.
• Ken!
• Hello.
  I didn't think you were coming.
  No, I was just late.
  I tried to call, but… the battery.
  I didn't want all this to go to waste,
  so I called Barry. Luckily, he was free.
  Oh, that was lucky.
  There's a little left.
  I could heat it up.
  Yeah, heat it up, sure, whatever.
  So I hear you're quite a tennis player.
  I'm not much for the game myself.
  The ball's a little grabby.
  That's where I usually sit.
  Right… there.
  Ken, Barry was looking at your rsum,
  and he agreed with me that eating with
  chopsticks isn't really a special skill.
  You think I don't see what you're doing?
  I know how hard it is to find
  the rightjob. We have that in common.
  Do we?
  Bees have 100 percent employment,
  but we do jobs like taking the crud out.
  That's just what
  I was thinking about doing.
  Ken, I let Barry borrow your razor
  for his fuzz. I hope that was all right.
  I'm going to drain the old stinger.
  Yeah, you do that.
  Look at that.
  You know, I've just about had it
  with your little mind games.
• What's that?
• Italian Vogue.
  Mamma mia, that's a lot of pages.
  A lot of ads.
  Remember what Van said, why is
  your life more valuable than mine?
  Funny, I just can't seem to recall that!
  I think something stinks in here!
  I love the smell of flowers.
  How do you like the smell of flames?!
  Not as much.
  Water bug! Not taking sides!
  Ken, I'm wearing a Ohapstick hat!
  This is pathetic!
  I've got issues!
  Well, well, well, a royal flush!
• You're bluffing.
• Am I?
  Surf's up, dude!
  Poo water!
  That bowl is gnarly.
  Except for those dirty yellow rings!
  Kenneth! What are you doing?!
  You know, I don't even like honey!
  I don't eat it!
  We need to talk!
  He's just a little bee!
  And he happens to be
  the nicest bee I've met in a long time!
  Long time? What are you talking about?!
  Are there other bugs in your life?
  No, but there are other things bugging
  me in life. And you're one of them!
  Fine! Talking bees, no yogurt night…
  My nerves are fried from riding
  on this emotional roller coaster!
  Goodbye, Ken.
  And for your information,
  I prefer sugar-free, artificial
  sweeteners made by man!
  I'm sorry about all that.
  I know it's got
  an aftertaste! I like it!
  I always felt there was some kind
  of barrier between Ken and me.
  I couldn't overcome it.
  Oh, well.
  Are you OK for the trial?
  I believe Mr. Montgomery
  is about out of ideas.
  We would like to call
  Mr. Barry Benson Bee to the stand.
  Good idea! You can really see why he's
  considered one of the best lawyers…
  Yeah.
  Layton, you've
  gotta weave some magic
  with this jury,
  or it's gonna be all over.
  Don't worry. The only thing I have
  to do to turn this jury around
  is to remind them
  of what they don't like about bees.
• You got the tweezers?
• Are you allergic?
  Only to losing, son. Only to losing.
  Mr. Benson Bee, I'll ask you
  what I think we'd all like to know.
  What exactly is your relationship
  to that woman?
  We're friends.
• Good friends?
• Yes.
  How good? Do you live together?
  Wait a minute…
  Are you her little…
  …bedbug?
  I've seen a bee documentary or two.
  From what I understand,
  doesn't your queen give birth
  to all the bee children?
• Yeah, but…
• So those aren't your real parents!
• Oh, Barry…
• Yes, they are!
  Hold me back!
  You're an illegitimate bee,
  aren't you, Benson?
  He's denouncing bees!
  Don't y'all date your cousins?
• Objection!
• I'm going to pincushion this guy!
  Adam, don't! It's what he wants!
  Oh, I'm hit!
  Oh, lordy, I am hit!
  Order! Order!
  The venom! The venom
  is coursing through my veins!
  I have been felled
  by a winged beast of destruction!
  You see? You can't treat them
  like equals! They're striped savages!
  Stinging's the only thing
  they know! It's their way!
• Adam, stay with me.
• I can't feel my legs.
  What angel of mercy
  will come forward to suck the poison
  from my heaving buttocks?
  I will have order in this court. Order!
  Order, please!
  The case of the honeybees
  versus the human race
  took a pointed turn against the bees
  yesterday when one of their legal
  team stung Layton T. Montgomery.
• Hey, buddy.
• Hey.
• Is there much pain?
• Yeah.
  I…
  I blew the whole case, didn't I?
  It doesn't matter. What matters is
  you're alive. You could have died.
  I'd be better off dead. Look at me.
  They got it from the cafeteria
  downstairs, in a tuna sandwich.
  Look, there's
  a little celery still on it.
  What was it like to sting someone?
  I can't explain it. It was all…
  All adrenaline and then…
  and then ecstasy!
  All right.
  You think it was all a trap?
  Of course. I'm sorry.
  I flew us right into this.
  What were we thinking? Look at us. We're
  just a couple of bugs in this world.
  What will the humans do to us
  if they win?
  I don't know.
  I hear they put the roaches in motels.
  That doesn't sound so bad.
  Adam, they check in,
  but they don't check out!
  Oh, my.
  Oould you get a nurse
  to close that window?
• Why?
• The smoke.
  Bees don't smoke.
  Right. Bees don't smoke.
  Bees don't smoke!
  But some bees are smoking.
  That's it! That's our case!
  It is? It's not over?
  Get dressed. I've gotta go somewhere.
  Get back to the court and stall.
  Stall any way you can.
  And assuming you've done step 29
  correctly, you're ready for the tub.
  Mr. Flayman.
  Yes? Yes, Your Honor!
  Where is the rest of your team?
  Well, Your Honor, it's interesting.
  Bees are trained to fly haphazardly,
  and as a result,
  we don't make very good time.
  I actually heard a funny story about…
  Your Honor,
  haven't these ridiculous bugs
  taken up enough
  of this court's valuable time?
  How much longer will we allow
  these absurd shenanigans to go on?
  They have presented no compelling
  evidence to support their charges
  against my clients,
  who run legitimate businesses.
  I move for a complete dismissal
  of this entire case!
  Mr. Flayman, I'm afraid I'm going
  to have to consider
  Mr. Montgomery's motion.
  But you can't! We have a terrific case.
  Where is your proof?
  Where is the evidence?
  Show me the smoking gun!
  Hold it, Your Honor!
  You want a smoking gun?
  Here is your smoking gun.
  What is that?
  It's a bee smoker!
  What, this?
  This harmless little contraption?
  This couldn't hurt a fly,
  let alone a bee.
  Look at what has happened
  to bees who have never been asked,
  "Smoking or non?"
  Is this what nature intended for us?
  To be forcibly addicted
  to smoke machines
  and man-made wooden slat work camps?
  Living out our lives as honey slaves
  to the white man?
• What are we gonna do?
• He's playing the species card.
  Ladies and gentlemen, please,
  free these bees!
  Free the bees! Free the bees!
  Free the bees!
  Free the bees! Free the bees!
  The court finds in favor of the bees!
  Vanessa, we won!
  I knew you could do it! High-five!
  Sorry.
  I'm OK! You know what this means?
  All the honey
  will finally belong to the bees.
  Now we won't have
  to work so hard all the time.
  This is an unholy perversion
  of the balance of nature, Benson.
  You'll regret this.
  Barry, how much honey is out there?
  All right. One at a time.
  Barry, who are you wearing?
  My sweater is Ralph Lauren,
  and I have no pants.
• What if Montgomery's right?
• What do you mean?
  We've been living the bee way
  a long time, 27 million years.
  Oongratulations on your victory.
  What will you demand as a settlement?
  First, we'll demand a complete shutdown
  of all bee work camps.
  Then we want back the honey
  that was ours to begin with,
  every last drop.
  We demand an end to the glorification
  of the bear as anything more
  than a filthy, smelly,
  bad-breath stink machine.
  We're all aware
  of what they do in the woods.
  Wait for my signal.
  Take him out.
  He'll have nauseous
  for a few hours, then he'll be fine.
  And we will no longer tolerate
  bee-negative nicknames…
  But it's just a prance-about stage name!
  …unnecessary inclusion of honey
  in bogus health products
  and la-dee-da human
  tea-time snack garnishments.
  Oan't breathe.
  Bring it in, boys!
  Hold it right there! Good.
  Tap it.
  Mr. Buzzwell, we just passed three cups,
  and there's gallons more coming!
• I think we need to shut down!
• Shut down? We've never shut down.
  Shut down honey production!
  Stop making honey!
  Turn your key, sir!
  What do we do now?
  Oannonball!
  We're shutting honey production!
  Mission abort.
  Aborting pollination and nectar detail.
  Returning to base.
  Adam, you wouldn't believe
  how much honey was out there.
  Oh, yeah?
  What's going on? Where is everybody?
• Are they out celebrating?
• They're home.
  They don't know what to do.
  Laying out, sleeping in.
  I heard your Uncle Oarl was on his way
  to San Antonio with a cricket.
  At least we got our honey back.
  Sometimes I think, so what if humans
  liked our honey? Who wouldn't?
  It's the greatest thing in the world!
  I was excited to be part of making it.
  This was my new desk. This was my
  new job. I wanted to do it really well.
  And now…
  Now I can't.
  I don't understand
  why they're not happy.
  I thought their lives would be better!
  They're doing nothing. It's amazing.
  Honey really changes people.
  You don't have any idea
  what's going on, do you?
• What did you want to show me?
• This.
  What happened here?
  That is not the half of it.
  Oh, no. Oh, my.
  They're all wilting.
  Doesn't look very good, does it?
  No.
  And whose fault do you think that is?
  You know, I'm gonna guess bees.
  Bees?
  Specifically, me.
  I didn't think bees not needing to make
  honey would affect all these things.
  It's notjust flowers.
  Fruits, vegetables, they all need bees.
  That's our whole SAT test right there.
  Take away produce, that affects
  the entire animal kingdom.
  And then, of course…
  The human species?
  So if there's no more pollination,
  it could all just go south here,
  couldn't it?
  I know this is also partly my fault.
  How about a suicide pact?
  How do we do it?
• I'll sting you, you step on me.
• Thatjust kills you twice.
  Right, right.
  Listen, Barry…
  sorry, but I gotta get going.
  I had to open my mouth and talk.
  Vanessa?
  Vanessa? Why are you leaving?
  Where are you going?
  To the final Tournament of Roses parade
  in Pasadena.
  They've moved it to this weekend
  because all the flowers are dying.
  It's the last chance
  I'll ever have to see it.
  Vanessa, I just wanna say I'm sorry.
  I never meant it to turn out like this.
  I know. Me neither.
  Tournament of Roses.
  Roses can't do sports.
  Wait a minute. Roses. Roses?
  Roses!
  Vanessa!
  Roses?!
  Barry?
• Roses are flowers!
• Yes, they are.
  Flowers, bees, pollen!
  I know.
  That's why this is the last parade.
  Maybe not.
  Oould you ask him to slow down?
  Oould you slow down?
  Barry!
  OK, I made a huge mistake.
  This is a total disaster, all my fault.
  Yes, it kind of is.
  I've ruined the planet.
  I wanted to help you
  with the flower shop.
  I've made it worse.
  Actually, it's completely closed down.
  I thought maybe you were remodeling.
  But I have another idea, and it's
  greater than my previous ideas combined.
  I don't want to hear it!
  All right, they have the roses,
  the roses have the pollen.
  I know every bee, plant
  and flower bud in this park.
  All we gotta do is get what they've got
  back here with what we've got.
• Bees.
• Park.
• Pollen!
• Flowers.
• Repollination!
• Across the nation!
  Tournament of Roses,
  Pasadena, Oalifornia.
  They've got nothing
  but flowers, floats and cotton candy.
  Security will be tight.
  I have an idea.
  Vanessa Bloome, FTD.
  Official floral business. It's real.
  Sorry, ma'am. Nice brooch.
  Thank you. It was a gift.
  Once inside,
  we just pick the right float.
  How about The Princess and the Pea?
  I could be the princess,
  and you could be the pea!
  Yes, I got it.
• Where should I sit?
• What are you?
• I believe I'm the pea.
• The pea?
  It goes under the mattresses.
• Not in this fairy tale, sweetheart.
• I'm getting the marshal.
  You do that!
  This whole parade is a fiasco!
  Let's see what this baby'll do.
  Hey, what are you doing?!
  Then all we do
  is blend in with traffic…
  …without arousing suspicion.
  Once at the airport,
  there's no stopping us.
  Stop! Security.
• You and your insect pack your float?
• Yes.
  Has it been
  in your possession the entire time?
  Would you remove your shoes?
• Remove your stinger.
• It's part of me.
  I know. Just having some fun.
  Enjoy your flight.
  Then if we're lucky, we'll have
  just enough pollen to do the job.
  Oan you believe how lucky we are? We
  have just enough pollen to do the job!
  I think this is gonna work.
  It's got to work.
  Attention, passengers,
  this is Oaptain Scott.
  We have a bit of bad weather
  in New York.
  It looks like we'll experience
  a couple hours delay.
  Barry, these are cut flowers
  with no water. They'll never make it.
  I gotta get up there
  and talk to them.
  Be careful.
  Oan I get help
  with the Sky Mall magazine?
  I'd like to order the talking
  inflatable nose and ear hair trimmer.
  Oaptain, I'm in a real situation.
• What'd you say, Hal?
• Nothing.
  Bee!
  Don't freak out! My entire species…
  What are you doing?
• Wait a minute! I'm an attorney!
• Who's an attorney?
  Don't move.
  Oh, Barry.
  Good afternoon, passengers.
  This is your captain.
  Would a Miss Vanessa Bloome in 24B
  please report to the cockpit?
  And please hurry!
  What happened here?
  There was a DustBuster,
  a toupee, a life raft exploded.
  One's bald, one's in a boat,
  they're both unconscious!
• Is that another bee joke?
• No!
  No one's flying the plane!
  This is JFK control tower, Flight 356.
  What's your status?
  This is Vanessa Bloome.
  I'm a florist from New York.
  Where's the pilot?
  He's unconscious,
  and so is the copilot.
  Not good. Does anyone onboard
  have flight experience?
  As a matter of fact, there is.
• Who's that?
• Barry Benson.
  From the honey trial?! Oh, great.
  Vanessa, this is nothing more
  than a big metal bee.
  It's got giant wings, huge engines.
  I can't fly a plane.
• Why not? Isn't John Travolta a pilot?
• Yes.
  How hard could it be?
  Wait, Barry!
  We're headed into some lightning.
  This is Bob Bumble. We have some
  late-breaking news from JFK Airport,
  where a suspenseful scene
  is developing.
  Barry Benson,
  fresh from his legal victory…
  That's Barry!
  …is attempting to land a plane,
  loaded with people, flowers
  and an incapacitated flight crew.
  Flowers?!
  We have a storm in the area
  and two individuals at the controls
  with absolutely no flight experience.
  Just a minute.
  There's a bee on that plane.
  I'm quite familiar with Mr. Benson
  and his no-account compadres.
  They've done enough damage.
  But isn't he your only hope?
  Technically, a bee
  shouldn't be able to fly at all.
  Their wings are too small…
  Haven't we heard this a million times?
  "The surface area of the wings
  and body mass make no sense. "
• Get this on the air!
• Got it.
• Stand by.
• We're going live.
  The way we work may be a mystery to you.
  Making honey takes a lot of bees
  doing a lot of small jobs.
  But let me tell you about a small job.
  If you do it well,
  it makes a big difference.
  More than we realized.
  To us, to everyone.
  That's why I want to get bees
  back to working together.
  That's the bee way!
  We're not made of Jell-O.
  We get behind a fellow.
• Black and yellow!
• Hello!
  Left, right, down, hover.
• Hover?
• Forget hover.
  This isn't so hard.
  Beep-beep! Beep-beep!
  Barry, what happened?!
  Wait, I think we were
  on autopilot the whole time.
• That may have been helping me.
• And now we're not!
  So it turns out I cannot fly a plane.
  All of you, let's get
  behind this fellow! Move it out!
  Move out!
  Our only chance is if I do what I'd do,
  you copy me with the wings of the plane!
  Don't have to yell.
  I'm not yelling!
  We're in a lot of trouble.
  It's very hard to concentrate
  with that panicky tone in your voice!
  It's not a tone. I'm panicking!
  I can't do this!
  Vanessa, pull yourself together.
  You have to snap out of it!
  You snap out of it.
• You snap out of it!
• You snap out of it!
• You snap out of it!
• You snap out of it!
• Hold it!
• Why? Oome on, it's my turn.
  How is the plane flying?
  I don't know.
  Hello?
  Benson, got any flowers
  for a happy occasion in there?
  The Pollen Jocks!
  They do get behind a fellow.
• Black and yellow.
• Hello.
  All right, let's drop this tin can
  on the blacktop.
  Where? I can't see anything. Oan you?
  No, nothing. It's all cloudy.
  Oome on. You got to think bee, Barry.
• Thinking bee.
• Thinking bee.
  Thinking bee!
  Thinking bee! Thinking bee!
  Wait a minute.
  I think I'm feeling something.
• What?
• I don't know. It's strong, pulling me.
  Like a 27-million-year-old instinct.
  Bring the nose down.
  Thinking bee!
  Thinking bee! Thinking bee!
• What in the world is on the tarmac?
• Get some lights on that!
  Thinking bee!
  Thinking bee! Thinking bee!
• Vanessa, aim for the flower.
• OK.
  Out the engines. We're going in
  on bee power. Ready, boys?
  Affirmative!
  Good. Good. Easy, now. That's it.
  Land on that flower!
  Ready? Full reverse!
  Spin it around!
• Not that flower! The other one!
• Which one?
• That flower.
• I'm aiming at the flower!
  That's a fat guy in a flowered shirt.
  I mean the giant pulsating flower
  made of millions of bees!
  Pull forward. Nose down. Tail up.
  Rotate around it.
• This is insane, Barry!
• This's the only way I know how to fly.
  Am I koo-koo-kachoo, or is this plane
  flying in an insect-like pattern?
  Get your nose in there. Don't be afraid.
  Smell it. Full reverse!
  Just drop it. Be a part of it.
  Aim for the center!
  Now drop it in! Drop it in, woman!
  Oome on, already.
  Barry, we did it!
  You taught me how to fly!
• Yes. No high-five!
• Right.
  Barry, it worked!
  Did you see the giant flower?
  What giant flower? Where? Of course
  I saw the flower! That was genius!
• Thank you.
• But we're not done yet.
  Listen, everyone!
  This runway is covered
  with the last pollen
  from the last flowers
  available anywhere on Earth.
  That means this is our last chance.
  We're the only ones who make honey,
  pollinate flowers and dress like this.
  If we're gonna survive as a species,
  this is our moment! What do you say?
  Are we going to be bees, orjust
  Museum of Natural History keychains?
  We're bees!
  Keychain!
  Then follow me! Except Keychain.
  Hold on, Barry. Here.
  You've earned this.
  Yeah!
  I'm a Pollen Jock! And it's a perfect
  fit. All I gotta do are the sleeves.
  Oh, yeah.
  That's our Barry.
  Mom! The bees are back!
  If anybody needs
  to make a call, now's the time.
  I got a feeling we'll be
  working late tonight!
  Here's your change. Have a great
  afternoon! Oan I help who's next?
  Would you like some honey with that?
  It is bee-approved. Don't forget these.
  Milk, cream, cheese, it's all me.
  And I don't see a nickel!
  Sometimes I just feel
  like a piece of meat!
  I had no idea.
  Barry, I'm sorry.
  Have you got a moment?
  Would you excuse me?
  My mosquito associate will help you.
  Sorry I'm late.
  He's a lawyer too?
  I was already a blood-sucking parasite.
  All I needed was a briefcase.
  Have a great afternoon!
  Barry, I just got this huge tulip order,
  and I can't get them anywhere.
  No problem, Vannie.
  Just leave it to me.
  You're a lifesaver, Barry.
  Oan I help who's next?
  All right, scramble, jocks!
  It's time to fly.
  Thank you, Barry!
  That bee is living my life!
  Let it go, Kenny.
• When will this nightmare end?!
• Let it all go.
• Beautiful day to fly.
• Sure is.
  Between you and me,
  I was dying to get out of that office.
  You have got
  to start thinking bee, my friend.
• Thinking bee!
• Me?
  Hold it. Let's just stop
  for a second. Hold it.
  I'm sorry. I'm sorry, everyone.
  Oan we stop here?
  I'm not making a major life decision
  during a production number!
  All right. Take ten, everybody.
  Wrap it up, guys.
  I had virtually no rehearsal for that.

It's me, Peter Parker.
Your friendly neighborhood… you know.
I've come a long way from being the boy who was bit by a spider.
Back then, nothing seemed to go right for me.
Now…

• Wow, look, it's Spider-Man!
  people really like me.
  Hey, stick around! It's gonna start again in a couple minutes.
• Yeah… - That's OK.
  The city is safe and sound.
  Guess I've had something to do with that.
  My uncle Ben would be proud.
  I still go to school,
  top of my class.
  Now, the Hamiltonian shows us
  that the energy levels are perturbed by the electric field.
  From the form of this matrix,
  we can see…?
  Miss Stacey?
• That only the m=0 quantum states are affected.
  Correct! Good work, Miss Stacey.
  Parker.
  You got something to add?
  No, sir.
  And I'm in love
  with the girl of my dreams.
  Hi. Um, Miss Watson left a ticket for me?
  Peter Parker.
  Excuse me. Sorry. Thank you.
  It's my girlfriend!
  Harry!
  I need to talk to you.
  Explain things.
  Tell it to my father.
  Raise him from the dead.
  I'm your friend, Harry.
  I cared about your father.
  MJ.
  Peter.
  Was I good?
• Good?
  You were great. You were…
• You say great?
  I love my flowers. They're beautiful.
  And those are from Harry.
  Was he here tonight?
• Yeah, I ran into him outside.
  What's with you guys anyway?
  It's complicated.
  Tell me again, was I really good?
  I was so nervous.
  My knees were shaking.
  Your knees were fine.
• The applause was not very loud.
  Yes, it was.
  It's the acoustics.
  It's all about diffusion.
  It keeps the sound waves from grouping.
  You see, when the sound waves, they propagate, then it's like an…
• You are such a nerd.
  Did you see that one?
  You know what?
  I'd like to sing on stage for the rest of my life
  with you in the first row.
  I'll be there.
  Tell me you love me.
  I love you.
  I love you so much.
  I always have.
  You can't hide here, Flint.
  I'm just here to see my daughter.
  You are an escaped convict.
  The cops are looking for you.
  You're not getting near her.
  You're nothing but a common thief.
  You maybe even killed a man.
  It wasn't even like that.
  Wasn't.
  I had good reason for what I was doing.
  And that's the truth.
  You and the truth, sitting in prison, having three meals a day together.
  I live in a prison. It's a great truth.
  And that is the truth that you left behind.
  Right there in that bedrooom.
  I missed you.
  I missed you too, Daddy.
  I promise
  I'll make you healthy again.
  Whatever it takes.
  I'll get the money.
• You get out of here.
  Now.
  I'm not a bad person.
  Just had bad luck.
  Peter, what is it?
  It's MJ…
  I'm gonna ask her to marry me!
  Oh, Peter! Oh!
  The day that uncle Ben asked me to marry him,
  he was so scared and excited.
  And very young.
  And I loved him so fiercely.
  Then you said yes, right?
  No. I wanted to say yes, but I said no.
  I wasn't ready,
  neither was he.
  So we took our time.
  Looked forward to it.
  Didn't want to run into something with nothing to count on but love.
  A man has to be understanding
  and put his wife before himself.
  Can you do that, Peter?
  Yeah. I think I can.
  Then you have my blessing.
  I hope you've considered a proper proposal.
  Your uncle had it all planned.
  He took me to the beach one Sunday.
  He was a knockout in his bathing suit.
  And I, I didn't look too bad myself.
  We were very good swimmers.
  It was a beautiful day,
  and he said: "Let's swim to the island."
  And at the island,
  we found a perfect spot by an old tree,
  and we lay down and looked up at the sky.
  And then he said, "Close your eyes, May."
  And I did. And then he said, "Open them."
  And I did.
  And he was holding this ring.
  Dazzling, in front of me.
  I thought it was the sun.
  We'd be married 50 years
  come August… if…
  So.
  I hope you make it very special
  for Mary Jane.
  Do something she'll never forget.
  Give her this.
  Come on.
  Take it.
  Harry.
• You knew this was coming, Pete.
  Listen to me! I didn't kill your father!
  He was trying to kill me. He killed himself.
  Shut up!
  I'm still here, Peter!
  Hate those things.
  Harry.
  Harry.
  Harry!
  Oh my God.
  Harry!
  Come on!
  God!
• And clear!
  No response.
• Recharge. Let's go again.
  Clear!
  No response.
  We charge it one more time. And clear!
  Captain Stacey.
  What's this?
• Flint Marko, the guy we tied to the Ben Paker homicide.
  What about him?
• He just broke out of Rikers.
  And?
• He's on the run.
  He's in the marshlands. I think we got him.
  There he is!
  "DANGER
  PARTICLE PHYSICS TEST FACILITY
  KEEP OUT"
  Euton, take the west side. Tommy, take the east.
  Where'd he go?
  That's it. It's charged.
• Right.
  Donnie, we got a little fluctuation on 1.
  There's a change in the silicon mass.
  It's probably a bird. It'll fly away when we fire it up.
  Initiating demoleculisation.
  How is he?
• He's gonna be OK.
  But there's been some memory impairment.
  Particularly his short-term memory.
  Right now, he can't remember the accident
  or anything that happened to him recently.
  Is it permanent?
  It could be.
  Only time will tell.
  He's awake if you want to see him.
  Uh– maybe I should wait.
  Nah, it's fine. Just keep it brief. Allow him to rest.
  Hey, buddy.
• Hey.
  Hit my head.
  Yeah.
  Doctor said I was in an accident. Hit and run.
  I don't remember much of anything.
  My father–
  he died, right?
  This is all so weird.
  Hi. I got here as fast as I could.
  I know that face.
  How are you doing?
  I don't know.
  Last thing I remember, I was falling…
  somewhere.
  You're still fine.
  We love you, Harry.
  It feels like
  somehow I've been gone for a really long time.
  Now I'm back home.
  It's good to have you back.
  I'm sorry, I'm gonna have to ask you guys to scoot, OK?
  OK.
• All right, thank you.
  Well, I'll see you tomorrow.
  Yeah, great.
  I think he's gonna be fine.
  Think so.
  And you guys seem great.
• Yeah.
  You have lovely friends.
  My best friends.
  I'd give my life for them.
  Yeah?
• It's me.
• Oh! Hey!
  You know I can't open the door.
  It's stuck again?
  Come on and help me.
  I'm coming.
  The review.
• Oh!
  The hated it. They hated me.
  Well, they can't hate you.
  "The young Miss Watson is a pretty girl.
  "Easy on the eyes, but not on the ears.
  "Her small voice didn't carry past the first row."
  That's ridiculous. I was right there.
  You were in the first row.
  Yeah, but that's…
  Listen. You were great.
  That's a critic.
  This is something you're gonna have to get used to.
  Believe me, I know.
  Spider-Man gets attacked all the time.
• This isn't about you.
  It's about me.
  It's about my career.
• I know, and I'm just saying,
  you can't let it bring you down.
  You just gotta believe in yourself.
  You pull yourself together,
  and you get right back on the horse.
• Don't give me the horse thing.
  Try to understand how I feel.
  It's just…
  I look at these words,
  and it's like my father wrote them.
  All cars. All cars in the vicinity of 54th and 6th Ave, please report. Crane out of control. Approach with caution.
  Go get 'em, tiger.
  Sorry.
  Oh my God.
  Seven Atom to central. That crane .
  It's bigger than we thought. We're gonna need a major mobilization right away.
  Just gotta douse the accelerator! Now!
  OK, Gwen.
  I've got a secret. It's my call for ya.
  What is that thing doing in my background?
  Captain Stacey, the guys look out of shot of it.
  They can't shut down the crane.
  Get Edison on the phone.
  Have them kill the power of the whole block.
  Are you all right?
  It's coming back!
  Oh my God. It's Gwen!
  What?
  What's she doing up there?
  I don't know. I just saw her last night. She said she had a modeling gig.
  Who are you?
• It's Brock, sir.
  Eddie Brock, jr.
  I work at the Daily Bugle.
  And I'm dating your daughter.
  You OK?
• Yeah.
  I'm fine.
  Thank you.
  Hey, Spidey, hold on. Bugle needs a photo.
  Thank God you're OK.
• Daddy!
  Hey. I'm the new guy.
• New guy?
  From now on, I'm gonna be taking shots of you for the Bugle.
  So– smile! Are you smiling?
  Where's the other guy?
• Peter Parker?
  Yeah, um, look, between you and me–
  The guy's kind of an amateur.
  Have you noticed, his stuff makes you look a little… bloated.
  Just a little chunky.
• OK…
  Don't have to worry about that anymore, buddy.
  Dazzeling.
  Just a little something the boys in the ad department and I whipped up.
  As you know, circulation of the Bugle has been pretty good.
  Though not as good as the New York Times
  or the Daily News
  or the Post or several other smaller…
• Get on with it, moron!
  What?
• Your blood pressure, Mr Jameson.
  Your wife told me to tell you to watch the anger.
• You tell my wife…
  Thank you.
  So, I propose this campaign:
  "DAILY BUGLE" – that's obvious.
  "IT'S HIP, IT'S NOW" – I came up with that one.
  "IT'S WOW" – that's actually Eric's.
  "AND HOW!" – that's me again.
  Time to take your pill.
  Not that one.
  Not that one.
  Drink plenty of water.
  Thank you.
  Continue.
  He's busy.
  Oh, no, I'm just here to talk to you, babe.
  (- What's that smell?)
  That's a little something called
  "Nice 'n' Easy".
  What's on you?
• It's called "Go Away".
  That is the dumbest idea you've ever had. You have had some daunting…
• Blood pressure.
  Hey, where are you going?
  Who are you?
• You hired him last week.
  Freelance.
• I did? What's that smell?
  Brock, sir. Edward Brock junior.
  Wow, I really like that shirt.
  Here. It's a crane accident. Check out the light source.
  He likes my shirt.
  Hey, Betty.
• Hey, Pete. You better get in there.
  A new guy. He's trying to sell some Spidey photos.
  Uh. Thanks.
  Parker! You're late! Maybe too late. Bruckner here beat ya to it.
  It's Brock, sir. Edward Brock junior.
• I got you this.
  But he got me this.
  Wait. How'd you get that? I didn't see you.
• How'd you get that high?
  Climbed. Nearly fell off a flagpole.
  A flagpole?
  Which one do we use?
• I like Bernstein's.
  It's better.
• Cheaper, too.
  Congratulations, son. We'll use your shot and pay you 50 bucks.
  Uh– all right, JJ. I'm your man.
  I know more about what makes a good picture
  than any photographer in this town.
  See, photography, it's not just about
  – no offense – flagpoles. Whatever.
  It's about lighting. Composition. Drama.
  I want a staff job, sir.
  I have a girl that I intend to marry, and–
  I have this stupid little dream of– working with one of the greatest newspaper editors of our time.
  J. Jonah Jameson.
  Well, we do have an opening.
  Johnson quit, remember?
• You fired him.
• Whatever.
  Wait a minute. I know what makes a good picture,
  and I've been here for a long time. If there's a staff job,
  Mr Jameson, I think I deserve it.
  He's right, Jonah. Peter's been with us for years.
  He's done a great job.
  You want a staff job, and you want a staff job.
  Anybody care about what I want?
  I do.
• Shut up. Get out.
  I want the public to see Spider-Man for the two-bit criminal he really is.
  He's a fake. He's full of stickum.
  Catch him in the act.
  "Spider-Man with his hand in the cookie jar".
  Whoever brings me that photo gets the job.
  What are you waiting for, Chinese New Year? Go, go, go!
  I'm on it, boss.
  You'll never get that shot.
  We'll see.
  You know,
  I guess one person can make a difference.
  'Nuff said.
  Welcome home, Harry.
  Thank God you're all right.
  Thanks, Bernard.
  Aperitif?
• Sure.
  Got you a little homecoming present.
  Wha– It's your old ball!
• Yeah.
  Thanks, buddy.
  We were pretty good in the backyard, weren't we?
  We were terrible. And we tried out for the varsity team.
  Yeah, for the cheerleaders.
• Right.
  Hey, do I have any girlfriends?
  I don't know.
• You don't?
  Hey Bernard, do I have any girlfriends?
• Not that I know of, sir.
  That's a pretty cool pass, huh?
  It's OK.
  Looks like I'm not worrying for money.
  No.
  Well, I bet I can turn this little girlfriend thing around.
  You know,
  he always appreciated how you helped me through high school.
  I just wish I could remember more about him.
  He loved you.
  That's the main thing.
  Hey, let's watch the game in the kitchen.
  Get something to eat.
• OK.
  Whoa, catch that!
  Did you see that?
  Still got the moves.
  Yeah!
  Why are you stopping?
  What is she doing here?
  Gary, you were supposed to call her agent.
  Hi, honey.
  We tried to reach you.
  I'm sorry.
  One critic?
• No, all the papers, dear.
  Mary Jane, honey. Sit down. Let's explain it to you.
• If you like, we could say you became ill.
  That was so poorly handled.
• Yeah. Let's just rehearse.
  All right, Spidey!
  Excuse me, miss. Let me see that gorgeous smile.
  Hi, Eddie.
  You're so beautiful.
  This is front page stuff.
  I've got to practice. I'll see you later, OK?
  How about tonight?
• Not tonight.
  Why not?
  Think of that amazing– night that we had.
  We had a coffee, Eddie.
  Hey, beautiful.
  One more.
  Everything OK?
• Yeah. I'm fine.
  You're not still mad at me, are you?
  No, Peter. I'm proud of you.
  Hey. I'm gonna be swingin' it from over there.
  So you know where to look.
  Give 'em a good show.
  Don't worry about that review.
  We're gonna be laughing about it tomorrow night.
  Promise.
• Yeah.
  Isn't that that guy from that prison break?
  He fits.
  Hey you! Halt!
  Cover the back!
  Fire!
  People of the city of New York, I am here today
  because I fell 62 storeys
  and someone caught me.
  Someone who never asks for anything in return.
  Someone who doesn't even want us to know who he is.
  Hey, MJ.
• Harry.
  Where is Pete?
  Um– taking somebody's picture, I guess.
  I'm so happy to see you. You look so good.
  I've never felt better.
  It's a weird feeling, not knowing New York.
  Bump on the head, I'm just free as a bird.
  Will you bump me on the head?
• Bop.
  Hey, Pete said you're in a play.
  You came. You sent me flowers.
  I did?
  I'll come again tonight.
  You can't.
  I–I was let go.
  What happened.
  I wasn't very good.
  You know, this is embarrassing, but…
  I once wrote you a play in high school.
  You wrote me a play?
  Yeah.
• Harry, that's the sweetest thing.
  I ask you: When you're dropping without a parachute
  or your store's being robbed
  or your house is on fire,
  who is it that brakes your fall, puts out the flames and saves your children?
  Spider-Man!
  They love me!
  Then let's hear it! For your one and only friendly neighborhood…
  Spider-Man!
  Kiss him!
  Kiss him!
  Go ahead, lay it right on me.
  Really?
• Yeah, they'll love it.
  Kiss him! Kiss him!
• No, Spider-Man, no!
  Right…
  Hope Pete's getting a shot of this.
  Hey, are you OK?
• Yes, I'm fine.
  Jig's up, pal.
  I don't want to hurt you.
  Leave now.
• I guess you haven't heard?
  I'm the sheriff 'round these parts.
  OK.
  Where do all these guys come from?
  Bonsoir. Le monsieur a-t-il un "reservation"?
  I'm sorry, I don't speak…
• But this is a French restaurant, non?
  Oui.
  Name, please?
• Parker, Peter.
  Ah. Here we are.
  Table for two. Pekar.
  Parker.
• That is what I said.
  Pekar.
  Um, I have a request.
  My girlfriend will be coming,
  and I have this ring.
  Ah. All.
  Oh, so you want to pop the question tonight, hein?
  Yes, and I want to do something very special.
  I love it.
  Romance.
  I am French.
  When I signal you, if you'd bring some champagne with the ring…
  In ze bottom of her glass?
  Perfect.
• Magnifique.
  Also I thought, at the same time
  could the musicians
  play this song?
  Their favorite.
  And take good care of the ring.
  Ah oui, with my life, monsieur.
• S'il vous plat.
• Oui.
  I like you.
  Thank you.
  "Bon" chance.
  Bonne chance.
  OK, so… How would you like some champagne?
  How'd that get in there?
  Aw, don't cry.
  Look at you, wow! Beautiful.
• Thanks.
  Is this place in your budget?
  Oh, it's a special occasion.
  You're on Broadway.
  I don't feel like much of a star tonight.
  Well, you are a star.
  And you've earned it.
  Peter, you have no idea how I feel right now.
  Oh no, I know exactly how you feel.
  Listen.
  I have been through this.
  Happens to me all the time.
  I see Spider-Man posters in the window.
  Kids running around with me on their sweaters.
  Big Hallowe'en item.
  I don't know, I guess I've become something of an icon.
  Like yesterday.
  They keep screaming: "Spider-Man! Spider-Man!"
  I don't know, I mean,
  I'm thinking to myself,
  "I'm just a nerdy kid from Queens. Do I deserve this?"
  Hi, Pete.
• Hi.
  Hi. My parents and I are just having dinner here.
  Hello.
  I'm Gwen Stacey.
  This is Mary Jane Watson.
  Oh, it's so nice to finally meet you. Pete talks about you all the time.
  Gwen is my lab partner in Dr Connor's class.
  Pete's something of a genius. I'd be completely lost without him.
  Which actually reminds me–
  Pete, if you got a picture of my kiss with Spider-Man,
  could you bring it to class?
  I'd really love it.
  For my portfolio.
  After all, who gets kissed by Spider-Man, right?
  I can't imagine.
  Well, it was lovely to meet you.
  Good night.
• Good night.
  Uh, she's in my science class. It's not her best subject.
  What?
  How come you never mentioned her?
  She's your lab partner,
  you saved her life,
  she thinks you're a genius and she had her polished fingernails all over you?
  Or didn't you notice?
  And she gave Spider-Man the key to the city.
  I'll never forget that.
  She's just a girl in my class.
• Let me ask you something.
  When you kissed her,
  who was kissing her?
  Spider-Man or Peter?
  What do you mean?
• You know exactly what I mean.
  That was our kiss.
  Why would you do that?
  You must have known how it made me feel.
  Do you want to push me away?
  Push you away?
  Why would I want to push you away? I love you.
  You're my girlfriend. She's a girl in my class, MJ.
  I don't feel very well. I'm sorry. I have to go.
  Where are you going?
• Please don't follow me.
  Here we are.
  Hi, it's MJ. Sing a song at the beep. Beep!
  Hello. Uh…
  I wish you'd pick up the phone.
  I don't know what's going on.
  I don't know if you got the messages, or what.
  But…
  I just want to talk to you.
  OK. Call me, all right?
  Hallo?
• Mr Parker?
  Yeah?
• This is Detective Neil Garettfrom the 2nd precinct.
  I'm calling on behalf of Captain Stacey.
  He would like you to come down to the station to speak with him.
  Originally we thought that this man, Dennis Carradine,
  was your husband's killer.
  We were wrong.
  What?
• Turns out Mr Carradine was only an accomplice.
  The actual killer is still at large.
  What are you talking about?
  This is the man who killed your husband.
  His name is Flint Marko.
  He's a small-time crook who's been in and out of prison.
  You got this wrong.
  Two days ago, he escaped.
  Evidently, he confessed his guilt to a cellmate.
  And we have a couple of witnesses who corroborate the story.
  No, wait, sir. You don't want to do this.
  Get in! What are you doing?
  Would you put these photos away, please?
  I'm sorry, Mrs Parker. I know this isn't easy,
  but please be patient with us.
  We're doing our job. We will catch him.
  No, you're not doing your job.
  I watched my uncle die.
  We chased down the wrong man.
  Now you're telling me there's suspicions for two years? Witnesses?
  Why weren't we told about this?
• Settle down, sir.
  No, I have no intention of settling down!
  This man killed my uncle,
  and he's still out there!
  L-20 Parkway, all officers in the vicinity please report.
  We have an abandoned vehicle and an abandoned man in the middle of the street.
  Sorry, Wabash Avenue.
  Peter, it's MJ.
  I'm not here about what happened at dinner. Just please open up.
  Aunt May called me. She told me about what happened.
  She's worried about you.
  I'm worried about you.
  Don't be. I'm fine.
  I don't want you to do something stupid.
  Like try to find my uncle's killer?
  And do something you'll regret.
  Like…
  with that other guy.
  He had a gun on me.
  I made a move, and he fell. I told you that.
• I'm not accusing you of anything.
  C-22, auto at 566, 9th Avenue…
• Will you turn that thing off?
  Peter, I'm here because I care about you.
  And I know that you made a mistake and that you feel guilty, but–
  I want to be here for you.
• OK.
  I get it. Thank you.
  But, uh, I'm fine.
  I don't need your help.
  Everybody needs help sometimes, Peter.
  Even Spider-Man.
  90 - X-ray - 98.
  10-31 at 642, Madison Av…
  1-3-Tom has responded 10-20 at 540, East 107…
  male inside apartment B on first floor…
  310-11 of a residence, 738…
  Don't hurt me! Just give me a chance!
• What about my uncle?
  Did you give him a chance?
  Did you?
  Where am I?
  What is this?
  I feel…
  Wow.
  This feels good.
  This is something else.
  What do you think?
  I've never seen anything like it.
  I'm a physicist, not a biologist, but…
  I'll look at it in the morning, run some tests.
• Can we do that now?
  It seems to like you.
  Don't let any of that get on you.
• Why not?
  It has the characteristics of a symbiote,
  which needs to bond to a host to survive.
  And sometimes, these things in nature, when they bind,
  they can be hard to unbind.
  Bank robbery in progress, First Eastern Bank Bismarck.
  Another sand storm is reported in the vicinity. All cars, proceed with caution.
  Marko.
  Buddy, love the new outfit.
  This is exactly what I need to scoop, partner. Give me some of that web action.
  See you, chum.
  What the hell?
  Flint Marko?
  What do you want from me?
  Remember Ben Parker?
  The old man you shot down in cold blood?
  What does it matter to you anyway?
  Everything!
  It's time to pay, Marko.
  Good riddance.
  Re-ent!
  Not now.
  This is a free country. It's not a rent-free country.
  Leave me alone.
  Give me rent.
  You'll get your rent when you fix this damn door!
  That wasn't cool.
  He is good boy.
  He must be in some kind of trouble.
  Flint Marko, the man who killed uncle Ben–
  he was killed last night.
  O my–
  What happened?
  Spider-Man killed him.
  Spider-Man?
  I don't understand.
  Spider-Man doesn't kill people.
  What happened?
  I… He was…
  I thought that you'd feel…
  He deserved it, didn't he?
  I don't think it's for us to say whether a person deserves to live or die.
  Aunt May, he killed uncle Ben.
  Uncle Ben meant the world to us.
  But he wouldn't want us living one second with revenge in our hearts.
  It's like a poison.
  It can take you over.
  Before you know it,
  turn us into something ugly.
  Hello.
  Hey, Harry, it's MJ.
  Hi.
• I need some company.
  Are you doing anything? Can I stop by?
  Yeah, sure. Come on over.
  OK. Are you sure it's OK?
  I'm not doing anything.
  Please, come over.
  OK, I'll see you soon.
  Great.
• Bye.
  Bernard?
• Yes, Mr Osborn?
  We're having a guest. Can you get some food?
  A guest?
• Yeah, a guest.
  A guest guest?
  Will you just get some food?
  Rightaway, sir.
  Hey, Mr Ditkovitch.
  An orange?
  No, thanks.
  Listen–
  I'm really sorry for what happened earlier.
  I shouldn't have yelled about that door. It was nothing to be angry about.
  Ah, it's not big deal.
  But if you feel that bad about it,
  you can buy me pizza some time.
  Today's good.
  OK.
  Have problem with the phone?
  No, no, I was just– was trying to figure out what to say.
  If it's a woman you're calling,
  then you say: "You're a good woman,
  "I'm good man."
  Hi, Pete.
• Hi.
  He's calling a woman.
• Are you calling Mary Jane?
  I think that would be so good…
• It's none of your business.
  Go! Go.
  Give her a call.
• Thanks.
  Bye.
• Bye.
  You hungry?
  Yeah.
  Come in.
  Hope you like peppers.
  I love 'em.
  Oh, the butter!
  Well, we can use that part.
  "You've been dreaming."
  "Nothing like a little self-deception to get you through the night."
  All right.
• When did you write that?
• It's intense.
  So, do you want the part?
  I'd love to be in your play.
• Cheers.
  You know, there's not even a scar.
  Barely.
  Sorry.
• Me too.
  I didn't mean to do that.
• No, it's OK. Please.
  Forgive me.
  Mary Jane.
  Mary Jane.
  Mary Jane, please!
• I'm sorry.
  You've taken your eye off the ball.
  What have you done?
  Avenge me!
  My father– he died, right?
  Yeah.
  Just wish that I could remember more about him.
  Well, he loved you.
  That's the main thing.
  I swear on my father's grave: Spider-Man will pay.
  Harry.
  Remember me?
  Yes, father.
  I remember.
  I was right about her,
  about Peter,
  about everything.
  You know what you must do.
  Make him suffer. Make him wish he were dead.
  First we attack his heart.
  Hi, it's me. Sing your song at the beep.
  Hey, MJ.
  It's Peter.
  I want to talk to you about last night.
  I don't know what I was thinking.
  I know you were just there to help, and–
  I, uh– I don't know, I want to see you.
  If you want Peter to live,
  you're gonna do something for me.
  Yeah?
• It's Ursula.
  Come in.
  Hi, Pete.
• Hi.
  There's a phone call for you.
  It's Mary Jane, she called back!
  Really?
• Yeah!
  I put the phone on top of the thing.
  Thanks. OK.
  Hey.
• Hi.
  I was so glad you called.
  I've been– trying to–
• Can you meet me?
  You bet.
• Now?
  OK. Where?
  At the bridge, in the park.
  On my way.
  Hey. I love you.
  You look beautiful.
  Peonies.
  You OK?
  No.
  There's something I have to tell you, Pete.
• OK.
  It's not working.
  You and me.
  What?
  I don't want to see you anymore.
  What are you talking about?
  I don't know.
  I'm lonely.
  You aren't there for me.
  I can't do this.
  It's over.
• No. Please.
  Please don't say that.
  I know, I've been selfish.
  But I can do better. I can change.
• It's not that simple.
  We love each other! I love you!
  And we have problems. When people have problems, they work it out.
  They talk to each other.
  Look, you see?
  You know what this is?
  You know what I want for us?
• There's someone else.
  I've fallen in love with someone else.
  She says that she's lonely,
  and that I'm not there for her.
  There's another guy.
  How are you holding up?
  Not good.
  Harry, I was going to propose to her.
  Really?
  She's been going through a tough time lately.
  Career.
  I mean, a singing waitress at a jazz club–
  that's not exactly what she had in mind for herself.
  A singing waitress? What are you talking about?
  She was fired from the show.
  Didn't she tell you?
  She was fired?
  She was fired and she told you?
  She didn't tell me?
  That's why I asked you here, Pete.
  I'm the other guy.
  What?
  Look, she came to me one afternoon, troubled.
  She needed someone, and I was there for her.
  I've always loved her, Pete.
  You know that.
  It just…
  started.
  I don't believe this.
  I don't believe you.
  I'm really sorry.
  I just thought you should know.
  Can I warm you up?
  Yes, please.
  How's the pie?
  So good.
  Would you like a drink?
  I'm sorry.
  What was I thinking? Bad for the public image, right, Mr Key-to-the-city?
  What did you do to her?
  I did what you failed to do.
  I was there for her.
  Mary Jane and I, we understand each other.
  She doesn't know what you are.
  Peter. She knows me very well.
  And when she kissed me,
  it was just like she used to kiss me.
  That taste.
  Strawberries.
  How d'ya like that, Spidey?
  That all you got?
  Stinks, doesn't it?
  I protected you in high school. Now I'm gonna kick your little ass.
  You gonna kill me like you killed my father?
  I'm done trying to convince you.
  You took him from me.
  He loved me.
  No:
  he despised you.
  You were an embarrassment for him.
  Look at that little Goblin junior.
  Gonna cry?
  "THIEF! Spider-Man shows his true colors"
• Spider-Man used to make me feel safe.
  Now I'm afraid to walk home from work.
  My son thought the world of this guy.
  I have a 9 year old daughter, loves Spider-Man.
  Who's she supposed to look up to now?
  This is the guy they gave the key to the city to?
  I'm gonna put some dirt in your eye.
  Cheers! New staff photographer!
• I just got lucky.
  This is so wonderful for you.
  Well, you might wanna tell JJ to make a little more wall space.
  Good morning.
• It's a beautiful day, huh?
  What was it you said, I'll never get that picture?
  There's your hero.
  I never thought he'd really do that.
  See? Right there,
  you made a judgment call.
  You gotta see it as it is.
  It's funny you should say that,
  'cause I was looking through some old photos, and
  looks very, uh– similar.
  OK– Well, I gotta get back to work.
  You're trash, Brock.
  Excuse me?
  Your picture is a fake.
  Parker, you are such a boy scout.
  When are you gonna give a guy a break?
  You want forgiveness?
  Get religion.
  What's going on here?
• Are you guys all right?
  Yeah, no, we're just horsin' around.
  Look, I'm begging you. If you do this,
  I will lose everything.
  There's not a paper in town that will hire me.
  You should've thought of that earlier.
  What are you doing, Peter?
  Show this to the editor. Tell him to check his source next time.
  It's a fake!
  Empire State Photographic Department confirms it.
  Pack your things. Get out of my building.
  I was just…
• You're fired!
  You know we're gonna have to print a retraction now.
  Haven't printed a retraction in 20 years!
  "SORRY SPIDEY
  Bugle drops charges"
  Shalom?
• Mr Parker?
  Dr Connors here.
• Oh, Dr Connors!
  How are you?
  Quite a specimen you left me, Parker.
  Its chemistry is not unlike the meteorites of the 70s.
  Thanks. It's good.
  You know what, Parker?
  Parker?
  Give me some milk.
  It amplifies characteristics of its host.
  Hey, give me another cookie.
  Specially aggression.
  This can be dangerous.
  Peter, you didn't keep any, did you?
  You got any with nuts?
  Um– I have some nuts, I could make some.
  Go make me some.
  Peter?
• No, no. Of course not.
  Your shots are so good.
  I'd love to shoot you sometime.
  Peter Parker! Peter…
  Parker!
  Miss Brent, that's not the position I hired you for!
  Black suit Spider-Man!
  Peter, these are incredible!
  We gotta have these, Jonah.
  I'll pay you the usual rate.
  If you want the shots, I'll take the staff job. Double the money.
  You are really gonna dig this joint.
  Do you think I'm dressed all right?
  Too fancy or…
  You're looking fine, babe.
  Thank you.
  Love that little giggle.
  Oh, this is so cool!
  I have never been to a jazz club before.
  I hope we can get a table.
  Find us some shade.
  Thanks, .
  Right this way, sir.
  "RESERVED"
  Thank you.
  I'm so loving this.
• Oh, me too.
  Isn't that your old girlfriend?
  Yeah.
  Do you want to go someplace else?
  No, no. I'll be OK.
  Mary Jane, show us what you got.
  I'll be right back.
• Right.
  Peter?
  This is for you.
  Double time!
  Thanks.
  Now dig all this.
  That was all for her?
  I'm so sorry.
  You all right, Mary Jane?
  I'm fine.
• OK.
  Hey.
  What's wrong with you?
  You.
  Can I help you, sir?
  No.
• Is everything OK here, Paul?
  Yeah, is everything OK here, Paul?
  Take him out of here.
• Let's go, sir.
  Take your hand offa me. Now.
  Peter, stop!
  Who are you?
  I don't know.
  It's Brock, Sir.
  Edward Brock junior.
  I come before you today
  humbled
  and humiliated
  to ask you for one thing.
  I want you to kill Peter Parker.
  Parker?
  Hi, Peter.
• Hi.
  You don't seem to have changed the room around very much.
  Of course, there's not much you can do,
  is there?
  When we spoke on the phone,
  I sensed something was bothering you,
  so I thought I'd just come by.
  How's Mary Jane?
  I don't know.
  I never heard from you.
  Did you ever propose?
  You said
  a husband's gotta put a wife before himself.
  I'm not ready.
  But what happened?
  You seemed so sure.
  Yeah. I…
  I heard her, aunt May.
  I don't know what to do.
  You start by doing the hardest thing.
  You forgive yourself.
  I believe in you, Peter.
  You're a good person.
  And I know you will find a way to put it right.
  In time.
  I don't like Spider-Man.
  I want him dead too, Flint.
  That's why I've been looking for you.
  Oh yeah. I know all about you.
  Like the fact that Spider-Man
  won't let you help your poor daughter.
  It's just– It doesn't seem right to me.
  Look.
  I wanna kill the Spider.
  You wanna kill the Spider.
  Together, he doesn't stand a chance.
  Interested?
  Yeah.
  So–
  where to?
  "BREAKING NEWS: City in crisis"
• All New York is holding its breath
  as a hostage crisis continues to unfold.
  Just thirty minutes ago, police came across this startling sight:
  A young woman held hostage in a taxi
  suspended 80 storeys above the ground
  in what appears to be a giant web.
  Every attempt by the police to rescue the hostage
  has been flaunted by the Sandman.
  Compounding the danger is the appearance of a strange black-suited figure.
  Early reports had believed him
  to be the black-suited Spider-Man. But he is now been identified
  as something entirely different.
  The hostage has been identified
  as Mary Jane Watson,
  an actrice recently seen in a brief stint on Broadway.
  We're now going to take you live to the scene with Jennifer Dugan.
  Jennifer?
• We're only about 100 feet away now, Hal, and–
  Wait. There seems to be some kind of activity in the web.
  It seems to be creating some kind of gigantic lettering.
  "SPIDER-MAN, STOP US IF YOU CAN"
  Apparently, Spider-Man is being challenged to some sort of confrontation.
  And that raises serious questions about what kind of chance he'd stand
  against such overwhelming…
  Harry.
  I need your help.
  Can't take them both. Not by myself.
  You don't deserve my help.
  Harry,
  she needs us.
  Get out.
  If I may, Sir.
  I've seen things in this house
  I've never spoken of.
  What are you trying to tell me?
  The night your father died
  I cleaned his wound.
  The blade that pierced his body
  came from his glider.
  I know
  you're trying to defend your father's honor,
  but there's no question
  that he died by his own hand.
  I loved your father.
  As I have loved you, Harry.
  As your friends love you.
  Look!
  He seems to have come out of nowhere to answer the prayers of the city,
  just when all hope seemed to be lost.
  Peter?
  They're gonna kill us both.
  I'm gonna get you out of this.
  Watch out!
  Hey, Parker.
  My God. Eddie?
  Oh, my spider-sense is tickling.
  If you know what I'm talking about.
  We can find a way to settle this.
  You're so right.
  I'm thinking– humiliation.
  Kinda like you humiliated me.
  Do you remember?
  Do you remember what you did to me?
  You made me lose my girl.
  Now I'm gonna make you lose yours.
  How's that sound, tiger?
  Hold on, Mary Jane!
  Mary Jane.
  It's hard to believe what's happening.
  The brutality of it.
  I don't know how he can take any more.
  This can be a tragic day
  for the people of New York.
  It could be the end of Spider-Man.
  Awesome!
• Wicked cool!
  You came.
  Looks like just in the nick of time.
  A couple of minutes ago wouldn't have been so bad either.
  What're you gonna do.
  I'm needing some help over here.
  I'm a little busy right now.
  Give me your hand!
  Parker!
  Parker, where…
  I need a photographer!
  Hey, kid. You want a job?
  Why would I want a job?
  I'm just a kid.
  All right, how much for the camera?
  One hundred bucks.
• A hundred bucks?
  All right, you little prick. Here.
  Film's extra.
  Gotcha.
  Pete, watch out!
  You still got any more?
• Hang on!
  To what?
  Go, buddy!
• Got her!
  You OK?
  Yeah.
  Good.
  Hey, Pete.
  Am I interrupting?
  Never wound
  what you can't kill.
  Eddie– this suit– you gotta take it off!
  Oh, you'd like that, wouldn't you?
  I know what it feels like.
  It feels good.
  The power. Everything.
  But you'll lose yourself.
  Let it go.
  I like being bad.
  It makes me happy.
  Harry!
  Peter, what are you doing?
  No!
  Eddie!
  Harry?
• Mary Jane.
  I'm going to get help.
  Stay.
  I didn't want this.
  But I had no choice.
  We always have a choice.
  You had a choice when you killed my uncle.
  My daughter was dying.
  I needed money.
  I was scared.
  I told your uncle all I wanted was the car.
  What is it?
• I need your car.
  He said to me:
  "Why don't you just put down the gun and go home?"
  I realize now he was just trying to help me.
  Then I saw my partner running over with the cash,
  and the gun was in my hand.
  Did a terrible thing to you.
  I spent a lot of nights wishing I could take it back.
  I'm not asking you to forgive me.
  I just want you to understand.
  I've done terrible things too.
  You didn't choose to be this.
  The only thing left to me now
  is my daughter.
  I forgive you.
  Hey, pal. How are you doing?
  Been better.
  We'll get you through this.
  No.
  You should never forgive…
  …said those things.
  None of that matters, Peter.
  You're my friend.
  Best friend.
  Whatever comes our way.
  Whatever battle we have raging inside us, we always have a choice.
  My friend Harry taught me that.
  He chose to be the best of himself.
  It's the choices that make us who we are,
  and we can always choose to do what's right.
  I'm through with love
  I'll never fall again
  Said adieu to love
  Don't ever call again
  For I must have you
  Or no one
  And so I'm through with love
  I've locked my heart
  I'll keep my feelings there
  I have stocked my heart
  With icy frigid air
  And I mean to care
  For no one…

-You cannot pass!
-Gandalf!
I am a servant of the Secret Fire,
wielder of the flame of Anor.
Go back to the Shadow.
The dark fire will not avail you,
flame of Udn!
You shall not pass!
No! No!
Gandalf!
Fly, you fools.
No!
Gandalf!
Gandalf!
What is it, Mr. Frodo?
Nothing.
Just a dream.
Can you see the bottom?
No! Don't look down, Sam!
Just keep going!
Catch it! Grab it, Mr. Frodo!
Mr. Frodo!
I think I've found the bottom.
Bogs and rope,
and goodness knows what.
It's not natural. None of it.
-What's in this?
-Nothing.
Just a bit of seasoning.
I thought maybe if we were having
a roast chicken one night or something.
Roast chicken?!
You never know.
Sam. My dear Sam.
It's very special, that.
It's the best salt in all the Shire.
It is special.
It's a little bit of home.
We can't leave this here for someone
to follow us down.
Who's gonna follow us down here,
Mr. Frodo?
It's a shame, really.
Lady Galadriel gave me that.
Real Elvish rope.
Well, there's nothing for it.
It's one of my knots.
Won't come free in a hurry.
Real Elves rope.
Mordor. The one place in Middle-earth
we don't want to see any closer.
And it's the one place
we're trying to get to.
It's just where we can't get.
Let's face it, Mr. Frodo, we're lost.
I don't think Gandalf meant for us to
come this way.
He didn't mean for a lot of things
to happen, Sam. . .
. . .but they did.
Mr. Frodo?
It's the Ring, isn't it?
It's getting heavier.
-What food have we got left?
-Let me see.
Oh, yes. Lovely.
Lembas bread. And look!
More Lembas bread.
I don't usually hold with foreign food. . .
. . .but this Elvish stuff, it's not bad.
Nothing ever dampens your spirits,
does it, Sam?
Those rain clouds might.
This looks strangely familiar.
It's because we've been here before.
We're going in circles.
What is that horrid stink?
I warrant there's a nasty bog nearby.
-Can you smell it?
-Yes.
I can smell it.
We're not alone.
The thieves. The thieves.
The filthy little thieves.
Where is it?
Where is it?
They stole it from us.
My precious.
Curse them, we hates them!
It's ours, it is, and we wants it!
This is Sting.
You've seen it before. . .
. . . haven't you, Gollum?
Release him or I'll cut your throat.
It burns!
It burns us!
It freezes!
Nasty Elves twisted it.
-Take it off us!
-Quiet, you!
It's hopeless. Every Orc in Mordor's
going to hear this racket.
-Let's just tie him up and leave him.
-No!
That would kill us! Kill us!
It's no more than you deserve!
Maybe he does deserve to die.
But now that I see him, I do pity him.
We be nice to them
if they be nice to us.
Take it off us.
We swears to do what you wants.
We swears.
There's no promise you can make
that I can trust.
We swears. . .
. . .to serve the master
of the precious.
We will swear on. . .
. . .on the precious.
Gollum. Gollum.
The Ring is treacherous.
It will hold you to your word.
Yes. . .
. . .on the precious.
On the precious.
I don't believe you!
-Get down! I said, down!
-Sam!
He's trying to trick us.
If we let him go, he'll throttle us
in our sleep.
-You know the way to Mordor?
-Yes.
You've been there before?
Yes.
You will lead us to the Black Gate.
To the Gate, to the Gate!
To the Gate, the master says. Yes!
No! We won't go back.
Not there. Not to him.
They can't make us. Gollum! Gollum!
But we swore to serve the master
of the precious.
No. Ashes and dust and thirst there is,
and pits, pits, pits.
And Orcses, thousands of Orcses.
And always the Great Eye watching,
watching.
Hey! Come back now! Come back!
There! What did I tell you?
He's run off, the old villain.
So much for his promises.
This way, Hobbits.
Follow me!
Merry!
Merry!
You're late.
Our master grows impatient.
He wants the Shire-rats now.
I don't take orders from Orc-maggots.
Saruman will have his prize.
We will deliver them.
Merry!
Merry? Wake up.
My friend is sick.
He needs water. Please!
Sick, is he?
Give him some medicine, boys!
Stop it!
Can't take his draught!
-Leave him alone!
-Why?
You want some?
Then keep your mouth shut.
Merry.
Hello, Pip.
-You're hurt.
-I'm fine.
-It was just an act.
-An act?
See? I fooled you too.
Don't worry about me, Pippin.
What is it? What do you smell?
Man-flesh.
They've picked up our trail.
Aragorn.
Let's move!
Their pace has quickened.
They must have caught our scent.
Hurry!
Come on, Gimli!
Three days and nights pursuit.
No food. No rest.
And no sign of our quarry,
but what bare rock can tell.
Not idly do the leaves of Lrien fall.
They may yet be alive.
Less than a day ahead of us. Come.
Come, Gimli! We're gaining on them!
I'm wasted on cross-country.
We Dwarves are natural sprinters.
Very dangerous over short distances.
Rohan.
Home of the Horse-lords.
There's something strange at work here.
Some evil gives speed
to these creatures.
Sets its will against us.
Legolas! What do your Elf-eyes see?
The Uruks turn northeast.
They are taking the Hobbits to Isengard.
Saruman.
The world is changing.
Who now has the strength to stand
against the armies of Isengard. . .
. . . and Mordor?
To stand against the might of Sauron
and Saruman. . .
. . . and the union of the two towers?
Together, my Lord Sauron. . .
. . . we shall rule this Middle-earth.
The Old World will burn
In the fires of Industry.
The forests will fall.
A new order will rise.
We will drive the machine of war
with the sword and the spear. . .
. . . and the Iron fists of the Orc.
I want them armed and ready to march
within two weeks!
But, my lord, there are too many!
They cannot all be armed in time,
we don't have the means.
Build a dam, block the stream,
work the furnaces night and day.
We don't have enough fuel
to feed the fires.
The Forest of Fangorn
lies on our doorstep.
-Burn it.
-Yes.
We will fight for you.
Swear it.
We will die for Saruman.
The Horse-Men took your lands.
They drove your people into the hills
to scratch a living off rocks.
Murderers!
Take back the lands they stole from you.
Burn every village!
We have only to remove those
who oppose us.
It will begin In Rohan.
Too long have these peasants
stood against you.
But no more.
othain! othain!
You take your sister.
You'll go faster with just two.
Papa says othain must not ride Garulf.
He is too big for him.
Listen to me. You must ride to Edoras
and raise the alarm.
-Do you understand me?
-Yes, Mama.
I don't want to leave.
I don't want to go, Mama.
Freda, I will find you there.
Quickly!
Go, child.
Rohan, my lord. . .
. . .is ready to fall.
Thodred.
Find the king's son!
-Mordor will pay for this.
-These Orcs are not from Mordor.
My Lord omer, over here!
He's alive.
Thodred.
Your son is badly wounded, my lord.
He was ambushed by Orcs.
If we don't defend our country,
Saruman will take it by force.
That is a lie.
Saruman the White has ever been
our friend and ally.
Grma.
Grma.
Grma.
Orcs are roaming freely
across our lands.
Unchecked. Unchallenged.
Killing at will.
Orcs bearing the White Hand of Saruman.
Why do you lay these troubles
on an already troubled mind?
Can you not see?
Your uncle is wearied
by your malcontent. . .
. . .your warmongering.
Warmongering?
How long is it since
Saruman bought you?
What was the promised price, Grma?
When all the Men are dead,
you will take your share of the treasure?
Too long have you watched my sister.
Too long have you haunted her steps.
You see much, omer, son of omund.
Too much.
You are banished forthwith
from the kingdom of Rohan. . .
. . .and all its domains
under pain of death.
You have no authority here.
Your orders mean nothing.
This order does not come from me.
It comes from the king.
He signed it this morning.
Keep breathing. That's the key.
Breathe.
They've run as if the very whips
of their masters were behind them.
We're not going no further. . .
. . . until we've had a breather.
Get a fire going!
Merry!
Merry!
I think we might have made a mistake
leaving the Shire, Pippin.
What's making that noise?
It's the trees.
What?
You remember the Old Forest,
on the borders of Buckland?
Folk used to say there was something in
the water that made the trees grow tall. . .
. . .and come alive.
Alive?
Trees that could whisper. . .
. . .talk to each other. . .
. . .even move.
I'm starving.
We ain't had nothing but maggoty bread
for three stinking days.
Yeah!
Why can't we have some meat?!
What about them?
They're fresh.
They are not for eating.
What about their legs?
They don't need those.
-They look tasty.
-Get back, scum!
The prisoners go to Saruman.
Alive and unspoiled.
Alive?
Why alive?
Do they give good sport?
They have something.
An Elvish weapon.
The master wants it for the war.
They think we have the Ring.
As soon as they find out we don't,
we're dead.
Just a mouthful. . .
. . .a bit of the flank.
Looks like meat's back on the menu,
boys.
Pippin.
Let's go.
Go on.
Call for help.
Squeal.
No one's going to save you now.
Pippin!
A red sun rises.
Blood has been spilled this night.
Riders of Rohan. . .
. . .what news from the Mark?
What business does an Elf, a Man
and a Dwarf have in the Riddermark?
Speak quickly!
Give me your name, horse-master,
and I shall give you mine.
I would cut off your head, Dwarf. . .
. . .if it stood but a little higher
from the ground.
You would die before your stroke fell.
I am Aragorn, son of Arathorn.
This is Gimli, son of Glin,
and Legolas of the Woodland Realm.
We are friends of Rohan
and of Thoden, your king.
Thoden no longer recognizes
friend from foe.
Not even his own kin.
Saruman has poisoned the mind
of the king. . .
. . .and claimed lordship over these lands.
My company are those loyal to Rohan.
And for that, we are banished.
The White Wizard is cunning.
He walks here and there, they say. . .
. . .as an old man hooded and cloaked.
And everywhere, his spies
slip past our nets.
We are no spies.
We track a party of Uruk-hai
westward across the plain.
They have taken two of our friends
captive.
The Uruks are destroyed.
We slaughtered them during the night.
But there were two Hobbits.
Did you see two Hobbits with them?
They would be small.
Only children to your eyes.
We left none alive.
We piled the carcasses and burned them.
Dead?
I am sorry.
Hasufel! Arod!
May these horses bear you to better
fortune than their former masters.
Farewell.
Look for your friends.
But do not trust to hope.
It has forsaken these lands.
We ride north!
It's one of their wee belts.
We failed them.
A Hobbit lay here.
And the other.
They crawled.
Their hands were bound.
Their bonds were cut.
They ran over here.
They were followed.
The belt!
Run!
Tracks lead away from the battle. . .
. . .into Fangorn Forest.
Fangorn?
What madness drove them in there?
Did we lose him? I think we lost him.
I'm going to rip out
your filthy little innards!
Come here!
Trees. Climb a tree.
He's gone.
Merry!
Let's put a maggot hole in your belly!
Run, Merry!
Little Orcs.
It's talking, Merry.
The tree is talking.
Tree?
I am no tree!
I am an Ent.
A tree-herder.
A shepherd of the forest.
Don't talk to it, Merry.
Don't encourage it!
Treebeard, some call me.
And whose side are you on?
Side?
I am on nobody's side. . .
. . .because nobody's on my side,
little Orc.
Nobody cares for the woods anymore.
We're not Orcs! We're Hobbits!
Hobbits?
Never heard of a Hobbit before.
Sounds like Orc mischief to me!
They come with fire.
They come with axes.
Gnawing, biting, breaking,
hacking, burning!
-Destroyers and usurpers! Curse them!
-No!
You don't understand. We're Hobbits!
Halflings!
Shire-folk!
Maybe you are. . .
. . .and maybe you aren't.
The White Wizard will know.
The White Wizard?
Saruman.
See? See?
We've led you out.
Hurry, Hobbitses. Hurry!
Very lucky we find you.
Nice Hobbit.
It's a bog. He's led us into a swamp.
A swamp, yes, yes.
Come, master. We will take you
on safe paths through the mist.
Come, Hobbits! Come! We go quickly.
I found it. I did.
The way through the marshes.
Orcs don't use it.
Orcs don't know it.
They go around for miles and miles.
Come quickly.
Soft and quick as shadows we must be.
I hate this place. It's too quiet.
There's been no sight nor sound
of a bird for two days.
No, no birdses to eat.
No crunchable birdses.
We are famished! Yes!
Famished we are, precious!
Here.
What does it eats?
Is it tasty?
It tries to chokes us!
We can't eats Hobbit food!
We must starve!
Well, starve, then. And good riddance!
Oh, cruel Hobbit.
It does not care if we be hungry.
Does not care if we should die.
Not like master.
Master cares.
Master knows.
Yes.
Precious.
Once it takes hold of us. . .
. . .it never lets go.
Don't touch me!
There are dead things!
Dead faces in the water.
All dead. All rotten.
Elves and Men and Orcses.
A great battle long ago.
Dead Marshes.
Yes. Yes, that is their name.
This way.
Don't follow the lights.
Careful now! Or Hobbits go down
to join the dead ones. . .
. . .and light little candles
of their own.
Frodo!
-Gollum?
-Don't follow the lights.
-Gollum!
-Mr. Frodo!
Are you all right?
So bright.
So beautiful.
Our precious.
What did you say?
Master should be resting.
Master needs to keep up his strength.
-Who are you?
-Mustn't ask us. Not its business.
Gollum. Gollum.
Gandalf told me you were
one of the river-folk.
Cold be heart and hand and bone
Cold be travelers far from home
He said your life was a sad story.
They do not see what lies ahead
When sun has falled and moon is dead
You were not so very different
from a Hobbit once.
Were you?
Smagol.
What did you call me?
That was your name once, wasn't it?
A long time ago.
My name.
My name.
Smagol.
Black Riders!
Hide! Hide!
Come on, Frodo. Come on!
Quick! They will see us!
They will see us!
-I thought they were dead.
-Dead?
No, you cannot kill them. No.
Wraiths!
Wraiths on wings!
They are calling for it.
They are calling for the precious.
Mr. Frodo! It's all right.
I'm here.
Hurry, Hobbits.
The Black Gate is very close.
Orc blood.
These are strange tracks.
The air is so close in here.
This forest is old.
Very old.
Full of memory. . .
. . .and anger.
The trees are speaking to each other.
Gimli!
Lower your ax.
They have feelings, my friend.
The Elves began it.
Waking up the trees,
teaching them to speak.
Talking trees.
What do trees have to talk about?
Except the consistency
of squirrel droppings.
The White Wizard approaches.
Do not let him speak.
He will put a spell on us.
We must be quick.
You are tracking the footsteps
of two young Hobbits.
Where are they?
They passed this way
the day before yesterday.
They met someone they did not expect.
Does that comfort you?
Who are you?
Show yourself!
It cannot be.
Forgive me.
I mistook you for Saruman.
I am Saruman.
Or rather, Saruman
as he should have been.
You fell.
Through fire. . .
. . .and water.
From the lowest dungeon
to the highest peak. . .
. . . I fought with the Balrog
of Morgoth.
Until at last I threw down
my enemy. . .
. . . and smote his ruin
upon the mountainside.
Darkness took me. . .
. . . and I strayed out of thought
and time.
Stars wheeled overhead. . .
. . . and every day was as long
as a life age of the Earth.
But It was not the end.
I felt life In me again.
I've been sent back. . .
. . . until my task is done.
Gandalf.
Gandalf?
Yes.
That was what they used to call me.
Gandalf the Grey.
That was my name.
Gandalf.
I am Gandalf the White.
And I come back to you now. . .
. . .at the turn of the tide.
One stage of your journey is over.
Another begins.
-We must travel to Edoras with all speed.
-Edoras?
That is no short distance!
We hear of trouble in Rohan.
It goes I'll with the king.
Yes, and it will not be easily cured.
Then we have run all this way for nothing?
Are we to leave those poor Hobbits here. . .
. . .in this horrid, dark, dank tree-infested–?
I mean, charming. . .
. . .quite charming forest.
It was more than mere chance that
brought Merry and Pippin to Fangorn.
A great power has been sleeping here
for many long years.
The coming of Merry and Pippin
will be like the falling of small stones. . .
. . .that starts an avalanche
in the mountains.
I n one thing you have not changed,
dear friend.
You still speak in riddles.
A thing is about to happen that has not
happened since the Elder Days.
The Ents are going to wake up. . .
-. . .and find that they are strong.
-Strong?!
Oh, that's good.
So stop your fretting, Master Dwarf.
Merry and Pippin are quite safe.
I n fact, they are far safer
than you are about to be.
This new Gandalf's more grumpy
than the old one.
That is one of the Mearas. . .
. . . unless my eyes are cheated
by some spell.
Shadowfax.
He is the lord of all horses. . .
. . .and has been my friend
through many dangers.
O rowan mine
I saw you shine
Upon a summer's day
Upon your head
How golden-red
The crown you bore aloft
Such a beautiful verse.
-Is it much further?
-Bru-ra-hroom. Don't be hasty.
You might call it far, perhaps.
My home lies deep in the forest. . .
. . . near the roots of the mountain.
I told Gandalf I would keep you safe.
And safe is where I'll keep you.
I believe you will enjoy this next one too.
It's one of my own compositions.
Right.
Beneath the roof of sleeping leaves
And the dreams of trees unfold
When woodland halls are green and cool
And the wind is In the West
Come back to me
Come back to me
And say my land is best
Sleep, little Shirelings.
Heed no nightly noise.
Sleep till morning light.
I have business in the forest.
There are many to call.
Many that must come.
The Shadow lies on Fangorn.
The withering of all woods
is drawing near.
The veiling shadow that glowers
in the east takes shape.
Sauron will suffer no rival.
From the summit of Barad-dr,
his Eye watches ceaselessly.
But he is not so mighty yet
that he is above fear.
Doubt ever gnaws at him.
The rumor has reached him.
The heir of Nmenor still lives.
Sauron fears you, Aragorn.
He fears what you may become.
And so he'll strike hard and fast
at the world of Men.
He will use his puppet Saruman
to destroy Rohan.
War is coming.
Rohan must defend itself,
and therein lies our first challenge. . .
. . .for Rohan is weak and ready to fall.
The king's mind is enslaved,
it's an old device of Saruman's.
His hold over King Thoden
is now very strong.
Sauron and Saruman
are tightening the noose.
But for all their cunning. . .
. . .we have one advantage.
The Ring remains hidden.
And that we should seek to destroy it. . .
. . . has not yet entered
their darkest dreams.
And so the weapon of the enemy
is moving towards Mordor. . .
. . .in the hands of a Hobbit.
Each day brings it closer
to the fires of Mount Doom.
We must trust now in Frodo.
Everything depends upon speed. . .
. . .and the secrecy of his quest.
Do not regret your decision to leave him.
Frodo must finish this task alone.
He's not alone.
Sam went with him.
Did he?
Did he, indeed? Good.
Yes, very good.
The Black Gate of Mordor.
Oh, save us.
My old Gaffer would have a thing or two
to say if he could see us now.
Master says to show him
the way into Mordor.
So good Smagol does,
master says so.
I did.
That's it, then.
We can't get past that.
Look!
The gate.
It's opening!
I can see a way down.
Sam, no!
Master!
-I do not ask you to come with me, Sam.
-I know, Mr. Frodo.
I doubt even these Elves cloaks
will hide us in there.
-Now!
-No!
No! No, master!
They catch you! They catch you!
Don't take it to him.
He wants the precious.
Always he is looking for it.
And the precious is wanting
to go back to him.
But we mustn't let him have it.
No! There's another way.
More secret. A dark way.
-Why haven't you spoken of this before?
-Because master did not ask.
He's up to something.
Are you saying there's another way
into Mordor?
Yes. There's a path. . .
. . .and some stairs.
And then. . .
. . .a tunnel.
He's led us this far, Sam.
Mr. Frodo, no.
He's been true to his word.
No.
Lead the way, Smagol.
Good Smagol always helps.
Hello?
Treebeard?
Where has he gone?
I had the loveliest dream last night.
There was this large barrel,
full of pipe-weed.
And we smoked all of it.
And then. . .
. . .you were sick.
I'd give anything for a whiff of Old Toby.
Did you hear that?
There it is again.
Something's not right here.
Not right at all.
You just said something. . .Treeish.
No, I didn't. I was just stretching.
You're taller.
-Who?
-You!
-Than what?
-Than me!
I've always been taller than you.
Pippin, everyone knows I'm the tall one.
You're the short one.
Please, Merry.
You're what? Three-foot-six? At the most?
Whereas me, I'm pushing 3'7''.
Three-foot-eight.
You did something.
Merry, don't! Don't drink it!
Merry!
No, Treebeard said that you
shouldn't have any.
-I want some!
-It could well be dangerous!
Give me it back. Merry!
What's happening?!
It's got my leg!
Merry!
Help!
Away with you.
You should not be waking.
Eat earth. Dig deep. Drink water.
Go to sleep.
Away with you.
Come, the forest is waking up.
It isn't safe.
The trees have grown wild
and dangerous.
Anger festers in their hearts.
Black are their thoughts.
Strong is their hate.
They will harm you if they can.
There are too few of us now.
Too few of us Ents left to manage them.
Why are there so few of you
when you have lived so long?
-Are there Ent children?
-Bru-ra-hroom.
There have been no Entings
for a terrible long count of years.
-Why is that?
-We lost the Entwives.
Oh, I'm sorry.
-How did they die?
-Die? No.
We lost them.
And now we cannot find them.
I don't suppose you've seen Entwives
in the Shire?
Can't say that I have.
You, Pip?
What do they look like?
I don't remember now.
Edoras and the Golden Hall
of Meduseld.
There dwells Thoden, King of Rohan. . .
. . . whose mind is overthrown.
Saruman 's hold over King Thoden
is now very strong.
My lord, your son. . .
. . . he is dead.
My lord?
Uncle?
Will you not go to him?
Will you do nothing?
Be careful what you say.
Do not look for welcome here.
Oh, he must have died
sometime in the night.
What a tragedy for the king. . .
. . .to lose his only son and heir.
I understand.
His passing is hard to accept.
Especially now that your brother
has deserted you.
Leave me alone, snake!
Oh, but you are alone.
Who knows what you've spoken
to the darkness. . .
. . .in the bitter watches of the night. . .
. . .when all your life seems to shrink.
The walls of your bower
closing in about you.
A hutch to trammel some wild thing in.
So fair.
So cold.
Like a morning of pale spring. . .
. . .still clinging to winter's chill.
Your words are poison.
You'll find more cheer in a graveyard.
I cannot allow you before Thoden King
so armed, Gandalf Greyhame.
By order of Grma Wormtongue.
Your staff.
You would not part an old man
from his walking stick.
My lord, Gandalf the Grey is coming.
He's a herald of woe.
The courtesy of your hall
is somewhat lessened of late. . .
. . .Thoden King.
He's not welcome.
Why should I welcome you. . .
. . .Gandalf Stormcrow?
A just question, my liege.
Late is the hour. . .
. . .in which this conjurer
chooses to appear.
Lthspell I name him.
I'll news is an I'll guest.
Be silent. Keep your forked tongue
behind your teeth.
I have not passed
through fire and death. . .
. . .to bandy crooked words
with a witless worm.
His staff.
I told you to take the wizard's staff.
Thoden. . .
. . .son of Thngel. . .
. . .too long have you sat
in the Shadows.
I would stay still if I were you.
Hearken to me!
I release you. . .
. . .from the spell.
You have no power here. . .
. . .Gandalf the Grey.
I will draw you, Saruman,
as poison is drawn from a wound.
Wait.
If I go, Thoden dies.
You did not kill me. . .
. . .you will not kill him.
Rohan is mine.
Be gone.
I know your face.
owyn.
owyn.
Gandalf?
Breathe the free air again, my friend.
Dark have been my dreams of late.
Your fingers would remember
their old strength better. . .
. . .if they grasped your sword.
I've only. . .
. . .ever served you, my lord.
Your leechcraft would have had me
crawling on all fours like a beast!
Send me not from your sight.
No, my lord! No, my lord.
Let him go.
Enough blood has been spilt
on his account.
Get out of my way!
Hail, Thoden King!
Where is Thodred?
Where is my son?
Simbelmyn.
Ever has it grown on the tombs
of my forebearers.
Now it shall cover the grave
of my son.
Alas that these evil days
should be mine.
The young perish and the old linger.
That I should live. . .
. . .to see the last days of my house.
Thodred's death
was not of your making.
No parent should have to bury
their child.
He was strong in life.
His spirit will find its way
to the halls of your fathers.
They had no warning.
They were unarmed.
Now the Wild Men are moving through
the Westfold, burning as they go.
Rick, cot and tree.
Where is Mama?
This is but a taste of the terror
that Saruman will unleash.
All the more potent for he is driven now
by fear of Sauron.
Ride out and meet him head on.
Draw him away from your women
and children.
You must fight.
You have 2000 good men riding north
as we speak.
omer is loyal to you.
His men will return
and fight for their king.
They will be 300 leagues from here
by now.
omer cannot help us.
I know what it is you want of me. . .
. . .but I will not bring further death
to my people.
I will not risk open war.
Open war is upon you,
whether you would risk it or not.
When last I looked. . .
. . .Thoden, not Aragorn,
was king of Rohan.
Then what is the king's decision?
By order of the king. . .
. . .the city must empty.
We make for the refuge of Helm's Deep.
Do not burden yourself with treasures.
Take only what provisions you need.
Helm's Deep.
They flee to the mountains
when they should stand and fight.
Who will defend them if not their king?
He's only doing what he thinks
is best for his people.
Helm's Deep has saved them
in the past.
There is no way out of that ravine.
Thoden is walking into a trap.
He thinks he's leading them to safety.
What they will get is a massacre.
Thoden has a strong will,
but I fear for him.
I fear for the survival of Rohan.
He will need you before the end,
Aragorn.
The people of Rohan will need you.
The defenses have to hold.
They will hold.
The Grey Pilgrim.
That's what they used to call me.
Three hundred lives of Men I've walked
this earth, and now I have no time.
With luck, my search will not
be in vain.
Look to my coming at first light
on the fifth day.
At dawn, look to the east.
Go.
That horse is half mad, my lord.
There's nothing you can do. Leave him.
His name is Brego.
He was my cousin's horse.
Brego.
I have heard of the magic of Elves. . .
. . .but I did not look for it
in a Ranger from the North.
You speak as one of their own.
I was raised in Rivendell. . .
. . .for a time.
Turn this fellow free.
He's seen enough of war.
Gandalf the White.
Gandalf the Fool!
Does he seek to humble me
with his newfound piety?
There were three
who followed the wizard.
An Elf, a Dwarf and a Man.
You stink of horse.
The Man. . .
-. . .was he from Gondor?
-No, from the North.
One of the Dnedain Rangers,
I thought he was.
His cloth was poor.
And yet he bore a strange ring.
Two serpents with emerald eyes.
One devouring,
the other crowned with golden flowers.
The Ring of Barahir.
So Gandalf Greyhame
thinks he has found Isildur's heir.
The lost king of Gondor.
He is a fool.
The line was broken years ago.
It matters not.
The world of Men shall fall.
It will begin at Edoras.
I am ready, Gamling.
Bring my horse.
This is not a defeat.
We will return.
We will return.
You have some skill with a blade.
Women of this country learned long ago:
Those without swords
can still die upon them.
I fear neither death nor pain.
What do you fear, my lady?
A cage.
To stay behind bars until use
and old age accept them.
And all chance of valor has gone
beyond recall or desire.
You're a daughter of kings. . .
. . .a shieldmaiden of Rohan.
I do not think that would be your fate.
Thoden will not stay at Edoras.
It's vulnerable. He knows this.
He will expect an attack on the city.
They will flee to Helm's Deep. . .
. . .the great fortress of Rohan.
It is a dangerous road to take
through the mountains.
They will be slow.
They will have women and children
with them.
Send out your Warg-riders.
Hey, stinker, don't go getting
too far ahead.
-Why do you do that?
-What?
Call him names.
Run him down all the time.
Because.
Because that's what he is, Mr. Frodo.
There's naught left in him
but lies and deceit.
It's the Ring he wants.
It's all he cares about.
You have no idea what it did to him. . .
. . .what it's still doing to him.
I want to help him, Sam.
Why?
Because I have to believe
he can come back.
You can't save him, Mr. Frodo.
What do you know about it?
Nothing!
I'm sorry, Sam. I don't know
why I said that.
I do.
It's the Ring.
You can't take your eyes off it.
I've seen you.
You're not eating. You barely sleep.
It's taken hold of you, Mr. Frodo.
-You have to fight it.
-I know what I have to do, Sam.
The Ring was entrusted to me.
It's my task.
Mine! My own!
Can't you hear yourself?
Don't you know who you sound like?
We wants it.
We needs it.
Must have the precious.
They stole it from us.
Sneaky little Hobbitses.
Wicked. Tricksy. False.
No. Not master.
Yes, precious. False.
They will cheat you, hurt you, lie!
Master's my friend.
You don't have any friends.
Nobody likes you.
Not listening. I'm not listening.
You're a liar and a thief.
No.
Murderer.
Go away.
Go away?
I hate you.
I hate you.
Where would you be without me?
Gollum. Gollum.
I saved us.
It was me. We survived because of me.
Not anymore.
What did you say?
Master looks after us now.
We don't need you.
What?
Leave now. . .
. . .and never come back.
No.
Leave now and never come back.
Leave now and never come back!
We told him to go away.
And away he goes, precious.
Gone! Gone! Gone!
Smagol is free!
Look.
Look. See what Smagol finds?
They are young.
They are tender. They are nice.
Yes, they are. Eat them. Eat them!
You'll make him sick, you will. . .
. . .behaving like that.
There's only one way to eat
a brace of boneys.
What's it doing?
Stupid, fat Hobbit.
It ruins it.
What's to ruin? There's hardly any meat
on them.
What we need is a few good taters.
What's taters, precious?
What's taters? Eh?
Po-ta-toes.
Boil them, mash them,
stick them in a stew.
Lovely, big, golden chips
with a nice piece of fried fish.
Even you couldn't say no to that.
Oh, yes, we could.
Spoil a nice fish.
Give it to us raw. . .
. . .and wriggling.
You keep nasty chips.
You're hopeless.
Mr. Frodo?
-Who are they?
-Wicked Men.
Servants of Sauron.
They are called to Mordor.
The Dark One is gathering all armies
to him.
It won't be long now.
He will soon be ready.
-Ready to do what?
-To make his war.
The last war that will cover
all the world in Shadow.
We've got to get moving. Come on, Sam.
Mr. Frodo.
Look.
It's an oliphant.
No one at home will believe this.
Smagol?
We've lingered here too long.
Come on, Sam.
Wait! We're innocent travelers!
There are no travelers in this land.
Only servants of the Dark Tower.
We are bound to an errand of secrecy.
Those that claim to oppose the enemy
would do well not to hinder us.
The enemy?
His sense of duty was no less
than yours, I deem.
You wonder what his name is. . .
. . .where he came from.
And if he was really evil at heart.
What lies or threats led him
on this long march from home.
If he would not rather have stayed there. . .
. . .in peace.
War will make corpses of us all.
Bind their hands.
.
It's true, you don't see
many Dwarf women.
And in fact, they are so alike
in voice and appearance. . .
. . .that they're often mistaken
for Dwarf men.
It's the beards.
This, in turn, has given rise
to the belief. . .
. . .that there are no Dwarf women. . .
. . .and that Dwarves just spring out
of holes in the ground. . .
. . .which is, of course, ridiculous.
It's all right. Nobody panic.
That was deliberate.
It was deliberate.
I haven't seen my niece smile
for a long time.
She was a girl when they brought
her father back dead.
Cut down by Orcs.
She watched her mother
succumb to grief.
Then she was left alone,
to tend her king in growing fear.
Doomed to wait upon an old man
who should have loved her as a father.
Gimli.
No, I couldn't
I really couldn't.
I made some stew.
It isn't much, but it's hot.
Thank you.
-It's good.
-Really?
My uncle told me a strange thing.
He said that you rode to war
with Thngel, my grandfather.
But he must be mistaken.
King Thoden has a good memory.
He was only a small child at the time.
Then you must be at least 60.
Seventy?
But you cannot be 80!
Eighty-seven.
You are one of the Dnedain.
A descendant of Nmenor,
blessed with long life.
It was said that your race
had passed into legend.
There are few of us left.
The Northern Kingdom
was destroyed long ago.
I'm sorry. Please, eat.
The light of the Evenstar
does not wax and wane.
It is mine to give to whom I will.
Like my heart.
Go to sleep.
I am asleep.
This is a dream.
Then it is a good dream.
Sleep.
Arwen. . . .
Where is she?
The woman who gave you that jewel.
Our time here is ending.
Arwen's time is ending.
Let her go.
Let her take the ship into the west.
Let her bear away her love for you
to the Undying Lands.
There it will be ever green.
But never more than memory.
I will not leave my daughter here
to die.
-She stays because she still has hope.
-She stays for you.
She belongs with her people.
Why are you saying this?
I am mortal. You are Elf-kind.
It was a dream, Arwen.
Nothing more.
I don't believe you.
This belongs to you.
It was a gift.
Keep it.
My lord?
She is sailing to the Undying Lands
with all that is left of her kin.
What is it?
-Hma?
-I'm not sure.
Wargs!
A scout!
-What is it? What do you see?
-Warg! We're under attack!
Get them out of here!
All riders to the head of the column.
Come on. Get me up here. I'm a rider.
Come on!
You must lead the people
to Helm's Deep, and make haste.
-I can fight.
-No!
You must do this, for me.
Follow me!
-Forward. I mean, charge forward.
-Make for the lower ground!
-That's it! Go on!
-Stay together!
Bring your pretty face to my ax.
That one counts as mine!
Stinking creature.
Aragorn!
Aragorn?
Tell me what happened
and I will ease your passing.
He's. . .
. . .dead.
He took a little tumble off the cliff.
You lie.
Get the wounded on horses.
The wolves of Isengard will return.
Leave the dead.
Come.
-At last!
-Helm's Deep.
There it is, Helm's Deep.
We're safe!
We're safe, my lady.
Thank you.
-Mama!
-othain!
Freda!
-Where is the rest?
-This is all we could save, my lady.
Take it to the caves.
Make way for the king.
Make way for Thoden.
Make way for the king.
So few. So few of you have returned.
Our people are safe.
We have paid for it with many lives.
My lady.
Lord Aragorn. . .
. . .where is he?
He fell.
Draw all our forces behind the wall.
Bar the gate.
And set a watch on the surround.
What of those who cannot fight, my lord?
The women and children?
Get them into the caves.
Saruman's arm will have grown long
indeed if he thinks he can reach us here.
Helm 's Deep has one weakness.
Its outer wall is solid rock. . .
. . . but for a small culvert
at its base. . .
. . . which is little more than a drain.
How? How can fire undo stone?
What kind of device
could bring down the wall?
If the wall is breached,
Helm's Deep will fall.
Even if it is breached, it would take
a number beyond reckoning. . .
. . .thousands, to storm the Keep.
Tens of thousands.
But, my lord, there is no such force.
A new power is rising.
It's victory is at hand.
This night. . .
. . .the land will be stained
with the blood of Rohan!
March to Helm's Deep!
Leave none alive!
To war!
There will be no dawn for Men.
Look. There's smoke to the south.
There is always smoke rising. . .
. . .from Isengard these days.
Isengard?
There was a time. . .
. . .when Saruman would walk in my woods.
But now he has a mind of metal. . .
. . .and wheels.
He no longer cares for growing things.
What is it?
It's Saruman's army.
The war has started.
May the grace of the Valar
protect you.
Brego.
Arwen.
I have made my choice.
He is not coming back.
Why do you linger here
when there is no hope?
There is still hope.
If Aragorn survives this war,
you will still be parted.
If Sauron is defeated
and Aragorn made king. . .
. . .and all that you hope for
comes true. . .
. . .you will still have to taste
the bitterness of mortality.
Whether by the sword
or the slow decay of time. . .
. . .Aragorn will die.
And there will be no comfort
for you. . .
. . . no comfort to ease the pain
of his passing.
He will come to death. . .
. . . an Image of the splendor
of the kings of Men. . .
. . .In glory undimmed before
the breaking of the world.
But you, my daughter. . .
. . .you will linger on in darkness
and in doubt. . .
. . . as nightfall in winter
that comes without a star.
Here you will dwell. . .
. . . bound to your grief
under the fading trees. . .
. . . until all the world is changed. . .
. . .and the long years of your life
are utterly spent.
Arwen.
There is nothing for you here. . .
. . .only death.
The power of the enemy is growing.
Sauron will use his puppet,
Saruman. . .
. . . to destroy the people of Rohan.
Isengard has been unleashed.
The Eye of Sauron now turns
to Gondor. . .
. . . the last free kingdom of Men.
His war on this country
will come swiftly.
He senses the Ring Is close.
The strength of the Ring-bearer
Is failing.
In his heart, Frodo begins
to understand. . .
. . .the quest will claim his life.
You know this.
You have foreseen it.
It is the risk we all took.
In the gathering dark, the will
of the Ring grows strong.
It works hard now to find its way back
Into the hands of Men.
Men, who are so easily seduced
by its power.
The young captain of Gondor
has but to extend his hand. . .
. . . take the Ring for his own,
and the world will fall.
It is close now.
So close to achieving its goal.
For Sauron will have dominion
over all life on this Earth. . .
. . . even unto to the ending
of the world.
The time of the Elves. . .
. . .Is over.
Do we leave Middle-earth
to its fate?
Do we let them stand alone?
What news?
Our scouts report Saruman
has attacked Rohan.
Thoden's people have fled
to Helm's Deep.
But we must look to our own borders.
Faramir, Orcs are on the move.
Sauron is marshaling an army.
Easterlings and Southrons
are at the Black Gate.
-How many?
-Some thousands. More come every day.
-Who's covering the river to the north?
-We pulled 500 men at Osgiliath.
If their city is attacked,
we won't hold it.
Saruman attacks from Isengard.
Sauron from Mordor.
The fight will come to Men
on both fronts.
Gondor is weak.
Sauron will strike us soon.
And he will strike hard.
He knows now we do not have
the strength to repel him.
My men tell me that you are Orc spies.
Spies? Now wait just a minute.
Well, if you're not spies,
then who are you?
Speak.
We are Hobbits of the Shire.
Frodo Baggins is my name,
and this is Samwise Gamgee.
Your bodyguard?
His gardener.
And where is your skulking friend?
That gangrel creature.
He had an ill-favored look.
There was no other.
We set out from Rivendell
with seven companions.
One we lost in Moria. . .
. . .two were my kin. . .
. . .a Dwarf there was also.
And an Elf and two Men.
Aragorn, son of Arathorn,
and Boromir of Gondor.
You're a friend of Boromir?
Yes.
For my part.
It will grieve you then to learn
that he is dead.
Dead?
How? When?
As one of his companions,
I'd hoped you would tell me.
If something has happened to Boromir,
we would have you tell us.
His horn washed up upon the riverbank,
about six days past.
It was cloven in two.
But more than this, I know it in my heart.
He was my brother.
Boromir!
Boromir!
This city was once the jewel
of our kingdom.
A place of light and beauty and music.
And so it shall be once more!
Let the armies of Mordor know this:
Never again will the land of my people
fall into enemy hands.
This city of Osgiliath
has been reclaimed for Gondor!
-For Gondor!
-For Gondor!
-For Gondor!
-For Gondor!
Good speech. Nice and short.
Leaves more time for drinking!
Break out the ale! These men are thirsty!
Remember today, little brother.
Today, life is good.
What?
He's here.
One moment of peace,
can he not give us that?
Where is he?
Where is Gondor's finest?
Where's my first-born?
Father!
They say you vanquished the enemy
almost single-handedly.
They exaggerate.
The victory belongs to Faramir also.
But for Faramir, this city
would still be standing.
Were you not entrusted to protect it?
I would have done,
but our numbers were too few.
Oh, too few.
You let the enemy walk in
and take it on a whim.
Always you cast a poor reflection on me.
That is not my intent.
You give him no credit,
and yet he tries to do your will.
-He loves you, Father.
-Do not trouble me with Faramir. . .
. . . I know his uses, and they are few.
We have more urgent things to speak of.
Elrond of Rivendell has called a meeting.
He will not say why,
but I have guessed its purpose.
It is rumored that the weapon
of the enemy has been found.
The One Ring.
-Isildur's Bane.
-It has fallen into the hands of the Elves.
Everyone will try to claim it:
Men, Dwarves, wizards.
We cannot let that happen.
This thing must come to Gondor.
-Gondor.
-It's dangerous, I know.
Ever the Ring will seek to corrupt
the hearts of lesser Men.
But you, you are strong.
And our need is great.
It is our blood, which is being spilled,
our people who are dying.
Sauron is biding his time.
He's massing fresh armies.
He will return.
And when he does,
we will be powerless to stop him.
You must go.
Bring me back this mighty gift.
No. My place is here with my people.
Not in Rivendell.
-Would you deny your own father?
-If there is need to go to Rivendell. . .
-. . .send me in his stead.
-You?
Oh, I see.
A chance for Faramir, captain of Gondor,
to show his quality.
I think not.
I trust this mission only to your brother.
The one who will not fail me.
Remember today, little brother.
Captain Faramir!
We found the third one.
You must come with me. Now.
Down there.
To enter the Forbidden Pool
bears the penalty of death.
They wait for my command.
Shall I shoot?
The rock and pool
Is nice and cool
So juicy sweet
Our only wish
To catch a fish
So juicy sweet
Wait.
This creature is bound to me.
And I to him.
He is our guide.
Please. . .
. . .let me go down to him.
Smagol.
Master is here.
Come, Smagol.
Trust master. Come.
We must go now?
Smagol, you must trust master.
Follow me. Come on.
Come.
Come, Smagol.
Nice Smagol. That's it.
Come on.
Don't hurt him!
Smagol, don't struggle.
Smagol, listen to me.
Master!
That's enough.
Where are you leading them?
Answer me.
Smagol.
.
Why does it cry, Smagol?
Prepare to leave.
The Ring will go to Gondor.
-He's alive!
-Where is he? Where is he?
Get out of the way!
I'm going to kill him!
You are the luckiest, the canniest. . .
. . .and the most reckless man
I ever knew.
Bless you, laddie.
Gimli, where is the king?
You look terrible.
A great host, you say?
-All Isengard is emptied.
-How many?
Ten thousand strong at least.
Ten thousand?
It is an army bred for a single purpose:
To destroy the world of Men.
They will be here by nightfall.
Let them come!
I want every man and strong lad
able to bear arms. . .
. . .to be ready for battle by nightfall.
We will cover the causeway
and the gate from above.
No army has ever breached
the Deeping Wall. . .
. . .or set foot inside the Hornburg!
This is no rabble of mindless Orcs.
These are Uruk-hai.
Their armour is thick
and their shields broad.
I have fought many wars,
Master Dwarf.
I know how to defend my own keep.
They will break upon this fortress
like water on rock.
Saruman's hordes will pillage and burn.
We've seen it before.
Crops can be resown. . .
. . . homes rebuilt.
Within these walls. . .
. . .we will outlast them.
They do not come to destroy Rohan's
crops or villages.
They come to destroy its people. . .
. . .down to the last child.
What would you have me do?
Look at my men.
Their courage hangs by a thread.
If this is to be our end, then I would
have them make such an end. . .
. . .as to be worthy of remembrance.
Send out riders, my lord.
You must call for aid.
And who will come?
Elves?
Dwarves?
We are not so lucky in our friends
as you.
The old alliances are dead.
-Gondor will answer.
-Gondor?!
Where was Gondor
when the Westfold fell?!
Where was Gondor when
our enemies closed in around us?!
Where was Gon–?
No, my Lord Aragorn. . .
. . .we are alone.
Get the women and children
into the caves.
We need more time
to lay provisions–
There is no time. War is upon us.
Secure the gate.
We Ents have not troubled. . .
. . .about the wars of Men and wizards. . .
. . .for a very long time.
But now, something
is about to happen. . .
. . .that has not happened. . .
. . .for an age.
Entmoot.
What's that?
'Tis a gathering.
A gathering of what?
Beech. Oak.
Chestnut. Ash.
Good. Good. Good.
Many have come.
Now we must decide
if the Ents. . .
. . .will go to war.
Move back! Move to the caves!
Come on, people! Quickly, now!
We'll place the reserves along the wall.
They can support the archers
from above the gate.
Aragorn, you must rest.
You're no use to us half alive.
Aragorn!
I'm to be sent with the women
into the caves.
That is an honorable charge.
To mind the children, to find food
and bedding when the men return.
What renown is there in that?
My lady, a time may come for valor
without renown.
Who then will your people look to
in the last defense?
-Let me stand at your side.
-It is not in my power to command it.
You do not command
the others to stay!
They fight beside you because they
would not be parted from you.
Because they love you.
I'm sorry.
Farmers, farriers, stable boys.
These are no soldiers.
-Most have seen too many winters.
-Or too few.
Look at them. They're frightened.
I can see it in their eyes.
Then I shall die as one of them!
Let him go, lad.
Let him be.
Every villager able to wield a sword
has been sent to the armoury.
My lord?
Who am I, Gamling?
You are our king, sire.
And do you trust your king?
Your men, my lord will follow you
to what ever end
To whatever end.
Where is the horse and the rider?
Where is the horn that was blowing?
They have passed like rain
on the mountains.
Like wind in the meadow.
The days have gone down in the West. . .
. . . behind the hills. . .
. . .Into Shadow.
How did it come to this?
It's been going for hours.
They must have decided something
by now.
Decided? No.
We only just finished saying. . .
. . .good morning.
But it's nighttime already.
You can't take forever.
Don't be hasty.
We're running out of time!
Move! Move to the outer wall.
Give me your sword.
What is your name?
Haleth, son of Hma, my lord.
The men are saying
we will not live out the night.
They say that it is hopeless.
This is a good sword.
Haleth, son of Hma. . .
. . .there is always hope.
We have trusted you this far.
You have not led us astray.
Forgive me.
I was wrong to despair.
We had time, I'd get this adjusted.
It's a little tight across the chest.
That is no Orc horn.
Send for the king.
-Open the gate!
-Open up the gate!
How is this possible?
I bring word from Elrond of Rivendell.
An alliance once existed
between Elves and Men.
Long ago we fought and died together.
We come to honor that allegiance.
You are most welcome.
We are proud to fight
alongside Men once more.
You could have picked a better spot.
Well, lad, whatever luck you live by,
let's hope it lasts the night.
Your friends are with you, Aragorn.
Let's hope they last the night.
-What's happening out there?
-Shall I describe it to you?
Or would you like me to find you a box?
So it begins.
their armors are weak
at the neck
Did they hit anything?
Give them a volley.
-Fire!
-Fire!
Send them to me! Come on!
Good!
Swords! Swords!
Legolas! Two already!
I'm on 1 7!
I'll have no pointy-ear outscoring me!
Nineteen!
Merry.
We have just agreed.
Yes?
I have told your names to the Entmoot. . .
. . .and we have agreed. . .
. . .you are not Orcs.
Well, that's good news.
And what about Saruman?
Have you come to a decision about him?
Now, don't be hasty, Master Meriadoc.
Hasty?
Our friends are out there.
They need our help. They cannot
fight this war on their own.
War? Yes.
It affects us all.
Tree, root and twig.
But you must understand, young Hobbit. . .
. . .it takes a long time. . .
. . .to say anything in Old Entish. . .
. . .and we never say anything. . .
. . . unless it is worth taking. . .
. . .a long time to say.
Seventeen! Eighteen!
Nineteen!
Twenty!
Twenty-one!
Causeway!
Is this it?
Is this is all you can conjure, Saruman?
legolis kill the urukai fire holder
kill him
kill him
Brace the gate!
Hold them! Stand firm!
Aragorn!
Gimli!
The Ents cannot hold back this storm.
We must weather such things
as we have always done.
How can that be your decision?!
This is not our war.
But you're part of this world!
Aren't you?!
You must help. Please.
You must do something.
You are young and brave, Master Merry.
But your part in this tale is over.
Go back to your home.
Maybe Treebeard's right.
We don't belong here, Merry.
It's too big for us.
What can we do in the end?
We've got the Shire.
Maybe we should go home.
The fires of Isengard will spread. . .
. . .and the woods of Tuckborough
and Buckland will burn.
And. . . .
And all that was once green and good
in this world will be gone.
There won't be a Shire, Pippin.
Aragorn!
Fall back to the Keep!
Get your men out of there!
Haldir!
retreat
What are you doing?
What are you stopping for?
Haldir!
Brace the gate!
Hold them!
To the gate. Draw your swords!
Make way!
We cannot hold much longer!
-Hold them!
-How long do you need?
As long as you can give me.
Gimli!
Timbers!
Brace the gate!
Come on. We can take them.
It's a long way.
Toss me.
-What?
-I cannot jump the distance!
You'll have to toss me!
Don't tell the Elf.
Not a word.
Shore up the door!
-Make way!
-Follow me to the barricade.
Watch our backs!
-Throw another one over here!
-Higher!
Hold fast the gate!
Gimli! Aragorn!
Get out of there!
Aragorn!
Pull everybody back.
Pull them back.
Fall back!
Fall back!
They have broken through!
The castle is breached. Retreat!
-Fall back!
-Retreat!
Hurry! Inside. Get them inside!
Into the Keep!
I will leave you at the western borders
of the forest.
You can make your way north
to your homeland from there.
Wait! Stop!
Stop!
Turn around.
-Turn around. Take us south.
-South?
But that will lead you past Isengard.
Yes. Exactly.
If we go south, we can slip
past Saruman unnoticed.
The closer we are to danger,
the farther we are from harm.
It's the last thing he'll expect.
That doesn't make sense to me.
But then. . .
. . .you are very small.
Perhaps you're right.
South it is, then.
Hold on, little Shirelings.
I always like going south.
Somehow it feels like going downhill.
Are you mad? We'll be caught.
No, we won't.
Not this time.
Look!
Osgiliath burns!
Mordor has come.
The Ring will not save Gondor.
It has only the power to destroy.
Please. . .
. . .let me go.
Hurry.
Faramir!
You must let me go!
And those little family of field mice. . .
. . .that climb up sometimes,
and they tickle me awfully.
They're always trying to get somewhere
where they. . . .
Many of these trees were my friends.
Creatures I had known
from nut and acorn.
I'm sorry, Treebeard.
They had voices of their own.
Saruman.
A wizard should know better!
There is no curse in Elvish. . .
. . . Entish or the tongues of Men. . .
. . .for this treachery.
Look! The trees! They're moving!
Where are they going?
They have business with the Orcs.
My business is with Isengard tonight. . .
. . .with rock and stone.
Yes.
Come, my friends.
The Ents are going to war.
It is likely. . .
. . .that we go to our doom.
Last march. . .
. . .of the Ents.
Faramir! Orcs have taken the eastern
shore. Their numbers are too great.
By nightfall we will be overrun.
Mr. Frodo?
It's calling to him, Sam.
His Eye is almost on me.
Hold on, Mr. Frodo.
You'll be all right.
Take them to my father.
Tell him Faramir sends a mighty gift.
A weapon that will change our fortunes
in this war.
Do you want to know
what happened to Boromir?
You want to know
why your brother died?
He tried to take the Ring from Frodo
after swearing an oath to protect him!
He tried to kill him!
The Ring drove your brother mad!
Watch out!
Mr. Frodo?
They're here.
They've come.
Nazgl!
Stay here. Keep out of sight.
Take cover!
The fortress is taken.
It is over.
You said this fortress would never fall
while your men defend it.
They still defend it.
They have died defending it.
They're breaking in!
They're past the door!
Is there no other way for the women
and children to get out of the caves?
Is there no other way?
There is one passage.
It leads into the mountains.
But they will not get far.
The Uruk-hai are too many.
Tell the women and children
to make for the mountain pass.
-And barricade the entrance!
-So much death.
What can Men do
against such reckless hate?
Ride out with me.
Ride out and meet them.
For death and glory.
For Rohan.
For your people.
The sun is rising.
Look to my coming at first light
on the fifth day.
At dawn. . .
. . . look to the east.
Yes.
Yes.
The horn of Helm Hammerhand. . .
. . .shall sound in the Deep. . .
. . .one last time.
Yes!
Let this be the hour
when we draw swords together.
Fell deeds, awake.
Now for wrath. . .
. . . now for ruin and a red dawn.
Forth Eorlingas!
Gandalf.
Thoden King stands alone.
Not alone.
Rohirrim!
omer.
To the king!
Yes!
A hit. A fine hit.
Break the dam!
Release the river!
Pippin! Hold on!
Hold on, little Hobbits.
What are you doing?
Where are you going?
It's me.
It's your Sam.
Don't you know your Sam?
I can't do this, Sam.
I know.
It's all wrong.
By rights, we shouldn't even be here.
But we are.
It's like in the great stories, Mr. Frodo.
The ones that really mattered.
Full of darkness and danger they were.
And sometimes you didn't want
to know the end. . .
. . .because how could the end be happy?
How could the world go back
to the way it was. . .
. . . when so much bad had happened?
Victory!
We have victory!
But in the end,
It's only a passing thing. . .
. . . this shadow.
Even darkness must pass.
A new day will come.
And when the sun shines,
It will shine out the clearer.
Those were the stories
that stayed with you. . .
. . . that meant something.
Even If you were too small
to understand why.
But I think, Mr. Frodo, I do understand.
I know now.
Folk in those stories. . .
. . . had lots of chances of turning back,
only they didn't.
They kept going. . .
. . .because they were holding
on to something.
What are we holding on to, Sam?
That there's some good
in this world, Mr. Frodo.
And it's worth fighting for.
I think at last we understand one another,
Frodo Baggins.
You know the laws of our country,
the laws of your father.
If you let them go,
your life will be forfeit.
Then it is forfeit.
Release them.
Stay out of the forest!
Keep away from the trees!
Final count. . .
-. . .42.
-Forty-two?
That's not bad for a pointy-eared
Elvish princeling.
I myself am sitting pretty on 43.
-Forty-three.
-He was already dead.
-He was twitching.
-He was twitching. . .
. . .because he's got my ax
embedded in his nervous system!
-He doesn't look too happy, does he?
-Not too happy at all, Merry.
Still, I suppose the view
would be quite nice from up there.
Oh, yes. It's a quality establishment.
I hear the staff are very good.
-What are you doing?
-Nothing.
-The world is back to normal, that's all.
-No, it isn't.
I'm starving.
Good luck trying to find something
decent around here.
Probably dead rats and moldy bread.
Saruman's storeroom!
I don't believe it.
It can't be.
-It is!
-Longbottom Leaf.
The finest pipe-weed in South Farthing.
It's perfect. One barrel each.
Wait.
Do you think we should share it
with Treebeard?
Share it?
No. No.
Dead plant and all that.
Don't think he'd understand.
Could be a distant relative.
I get it.
Don't be hasty.
Exactly.
Bar-hrum.
This is the old sewer.
Runs right under the river
through to the edge of the city.
You'll find cover in the woods there.
Captain Faramir. . .
. . .you have shown your quality, sir.
The very highest.
The Shire must truly be a great realm,
Master Gamgee. . .
. . .where gardeners are held in high honor.
What road will you take
once you reach the woods?
Gollum says there's a path. . .
. . . near Minas Morgul
that climbs up into the mountains.
Cirith Ungol?
-Is that its name?
-No.
No!
-Yes.
-Frodo. . .
. . .they say a dark terror dwells
in the passes above Minas Morgul.
-You cannot go that way.
-It is the only way.
Master says we must go to Mordor,
so we must try.
I must.
Go, Frodo.
Go with the goodwill of all Men.
Thank you.
May death find you quickly
if you bring them to harm.
Come on, keep up.
Mr. Frodo didn't mean for them Rangers
to hurt you.
You know that, don't you?
He was trying to save you, see?
Save me?
So there's no hard feelings.
-Forgive and forget.
-No, no, no hard feelings.
Gollum, Gollum.
Yes, master.
-Nice Hobbits.
-Very decent of you.
Very decent, indeed, Gollum.
Sauron's wrath will be terrible,
his retribution swift.
The battle for Helm's Deep is over.
The battle for Middle-earth
is about to begin.
All our hopes now lie
with two little Hobbits. . .
. . . somewhere in the wilderness.
I wonder if we'll ever be
put into songs or tales.
What?
I wonder if people will ever say,
"Let's hear about Frodo and the Ring."
And they'll say,
"Yes! That's one of my favorite stories."
"Frodo was really courageous,
wasn't he, Dad?"
"Yes, my boy.
The most famousest of Hobbits.
And that's saying a lot"
Well, you've left out
one of the chief characters:
"Samwise the Brave"
I want to hear more about Sam.
Frodo wouldn't have got far
without Sam.
Now, Mr. Frodo, you shouldn't make fun.
I was being serious.
So was I.
"Samwise the Brave"
Smagol?
We're not going to wait for you.
Come on.
Master.
Master looks after us.
Master wouldn't hurt us.
Master broke his promise.
Don't ask Smagol.
Poor, poor Smagol.
Master betrayed us.
Wicked. Tricksy. False.
We ought to wring
his filthy little neck.
Kill him! Kill him!
Kill them both!
And then we take the precious. . .
. . .and we be the master!
But the fat Hobbit, he knows.
Eyes always watching.
Then we stabs them out.
Put out his eyeses
and make him crawl.
Yes. Yes. Yes.
Kill them both.
Yes. No! No!
It's too risky. It's too risky.
Where is he? Where has he gone?
-Hey, Gollum! Where are you?
-Smagol?
We could let her do it.
Yes. She could do it.
Yes, precious, she could.
And then we takes it
once they're dead.
Once they're dead.
Come on, Hobbits. Long ways to go yet.
Smagol will show you the way.

Long ago…
…in the early years of the Second Age…
…the great Elven-smiths
forged Rings of Power.
Nine for mortal Men.
Seven for the Dwarf-lords.
Three for the tall Elf-kings.
But then, the Dark Lord learned
the craft of ring-making…
…and made the Master Ring.
The One Ring to rule them all.
With the One Ring, Middle-earth is his
and he cannot be overcome.
As the last alliance of Men and Elves
fell beneath his power…
…he did not notice the heroic shadow
who slipped in.
It was Prince Isildur…
…of the mighty kings from across the sea…
…who took the Ring.
But because he did not destroy it,
the spirit of the Dark Lord lived on…
…and began to take shape and grow again.
But the Ring had a will of its own,
and a way of slipping from one hand…
…to be found by another, so that it
might at last get back to its master.
And there the Ring lay,
at the bottom of the Great River Anduin…
…for thousands of years.
During those years…
…the Dark Lord captured the nine Rings
that were made for Men…
…and turned their owners
into the Ring wraiths:
Terrible shadows under his great shadow…
…who roamed the world,
searching for the One Ring.
In time, the Ring was found.
Two friends were fishing
in the Great River one day.

• Give us that, Deagol, my love.
• Why, Smeagol?
  Because it's my birthday,
  my love, and I wants it.
  I have already given you
  more than I could afford.
  I found this, and I'm going to keep it!
  Are you indeed, my love?
  He used the Ring for thieving,
  and to find out secrets.
  His own people began to despise
  the wretched creature…
  …and to call him Gollum.
  Tortured and driven by the Ring,
  he hid in dark caves…
  …under deep mountains.
  But the Ring
  slipped off Gollum's finger, too.
  And so it was that Bilbo found it,
  during his travels with the Dwarves.
  Thief, Baggins. Thief!
  It stole our precious, our precious…
  Our birthday present.
  Thief, Baggins! We hates it forever!
  It was Bilbo Baggins, the Hobbit…
  …who took the Ring back to the Shire,
  his home.
  Years later…
  …Gandalf the Wizard, visited Bilbo
  on his going-away birthday party.
  I don't know half of you
  half as well as I should like…
  …and I like less than half of you
  half as well as you deserve.
  Frodo, I can see your uncle Bilbo
  hasn't changed much.
  And though 111 years
  is far too short a time…
  …to live among such admirable Bagginses
  and Boffinses, Grubbs…
  …Chubbs, Brace-girdles, Good bodies…
• …Bolgers, Hornblowers and Proudfoots…
• Proudfeet!
  …I regret to announce that this is the end.
  I'm going away.
  I'm leaving. Now.
  Goodbye.
  Where did he go?
  Oh, Gandalf.
  Have you left the Ring for Frodo,
  as we agreed?
  It's mine, I tell you! It's my own.
  My precious!
  It's mine now, and I shall keep it.
  I won't give my precious away, I tell you.
  Do not say that again!
  Give it to Frodo, and I will look after him.
  All right, I will.
  Seventeen years passed sleepily
  in the Shire.
  All right, just a minute!
  Gandalf!
  Greetings, Frodo.
  Gandalf, it's really you!
  Oh, it's been so long!
  Seventeen years…
  …since Bilbo left.
  You look the same as ever, Frodo.
  You look older, Gandalf.
  Oh, I've been on a long journey.
  It's the Ring, isn't it?
  Bilbo's funny magic ring.
  You always used to look like that
  when you talked about it.
  Bilbo's 'funny' ring,
  that makes you invisible?
• Give it to me, Frodo!
• Give you the Ring?
  For a moment only.
  Can you see any markings on it?
  There are none.
  It's quite a plain ring, really.
  Well, then, look!
  Wait. Do you desire it so much already?
  No, but why ruin it?
  Because it is altogether evil.
  It will corrupt and destroy
  anyone who wears it…
  …until he passes
  into the World of Shadows…
  …under the power of Sauron:
  The Dark Lord of Mordor!
  Not Bilbo?
  You are the one who has the Ring now.
  It's not even warm.
  No.
  Not even a dragon's fire
  could harm that Ring.
  "One Ring to rule them all
  "One Ring to find them
  "One Ring to bring them all
  and in the darkness bind them."
  I wish it need not have happened
  in my time.
  So do I.
  The Enemy still lacks one thing
  to give him strength of knowledge…
  …to break all resistance,
  and cover all the lands in darkness.
  He lacks the One Ring.
  Maybe he doesn't know that it was found.
  He knows, Frodo.
  Gollum left his cave
  to follow the Ring himself…
  …and the Dark Lord caught him in Mordor.
  The Dark Lord knows what ring it was
  Gollum found, and how he lost it again.
  And he has heard of Hobbits at last,
  and of the Shire.
  And he even has a name to think about…
  …the name of Baggins.
  Because of Gollum!
  Oh, Gandalf, what am I to do?
  What a pity that Bilbo didn't kill
  that vile creature when he had the chance!
  Yes, it was pity.
  Pity and mercy.
  And now, Frodo, the decision lies with you.
  What will you do with the One Ring?
  I'll give it to you, Gandalf!
  You're wise and powerful.
  Well, will you not…
  No! Do not tempt me!
  I would wish to turn it to good,
  and it cannot be used so.
  Meaning to be kind, I would become
  as terrible as the Dark Lord himself.
  Do not tempt me!
  I shall have such need of strength so soon.
  Then I suppose I must keep the Ring
  and guard it.
  I ought to go away somewhere, alone.
  But they won't bother the Shire
  if the Ring isn't here.
  My dear Frodo…
  …I am afraid you are right.
  You'll have to go and leave the name
  of Baggins behind you.
  That name is no longer safe.
  Your new traveling name shall be:
  Mr. Underhill.
  What have you heard,
  and why did you listen?
  Mr. Frodo, sir, don't let him hurt me, sir!
  Don't let him turn me
  into anything unnatural.
  Well?
  Answer him, Sam.
  Well, I heard a deal
  that I didn't rightly understand…
  …about an enemy and rings,
  and about Elves, sir.
  Why, I would dearly love to see Elves,
  Mr. Frodo.
  And so you shall, Sam.
  So you shall. Indeed, you should go
  to the Elves first, to Rivendell.
  Tell everyone you are moving away…
  …to live in Buckleberry, with those cousins
  of yours, Pippin and Merry.
  However you manage it, do it soon,
  by your birthday at the latest.
  I should be back by then.
  I must go south,
  to consult with the Wizard Saruman…
  …the head of my order. Be careful, Frodo.
  Me, go, sir? Me, go and see the Elves?
  Oh, my! Hooray!
  I have come for your aid,
  Saruman the White, in troubled times.
  The Nine are abroad.
  Darkness approaches, the Black Riders!
  Is that all the news you have for me then?
  Is that not enough?
  Sauron is moving at last!
  We can deal with Sauron ourselves.
  You and I, one way or another.
  What talk is this?
  What are you saying, Saruman?
  It is time for us to choose.
  A new age is upon us.
  A new power is rising.
  Nothing that Men or Elves or Wizards
  can do will avail against it.
  Its enemies are utterly doomed,
  but its friends…
  You are saying
  that we should join with Mordor?
  With him?
  Does that displease you?
  Where is the Ring, Gandalf?
  Why do the Black Riders
  search for it in the Shire?
  Have you hidden it there?
  Would you rather see
  the Dark Lord have it…
  …or Saruman of many colors?
  Neither of you will have it.
  There is a third choice.
  It is to remain here…
  …until you tell me
  where the Ring may be found.
  Saruman, if you do this…
  …if you delay me here,
  Sauron will surely get it then.
  Then he will know his good servants…
  …and his enemies.
  Saruman!
  Saruman!
  I don't feel right going off without Gandalf,
  Mr. Frodo.
  I wish we could've waited, that I do.
  So do I, Sam,
  but he said to leave as soon as we could.
  And Merry and Pippin insisted on coming
  with us, as far as Bree, for the fun of it.
  There's someone coming up ahead,
  Mr. Frodo. I can hear a horse.
  Good. I'm tired of looking
  at my cousins all day.
  I think we should get off the road.
  I don't want to be seen leaving the Shire.
  But it might be Gandalf.
  Then we'll surprise him. Hurry!
  We're going with you, Frodo.
  With me?
  But how do you… Sam?
• But you gave your word.
• They already knew so much, Mr. Frodo.
  Sam didn't tell us about the Ring, Frodo.
  I saw Bilbo use it once, before he left,
  to hide from the Sackville-Bagginses.
  And after that,
  Pippin and I kept on the lookout…
  …and we followed you.
  We asked questions everywhere.
  And we even wormed
  a few things out of Gandalf.
  And you spied on me.
  And Sam helped you.
  And we spied on you.
  But we meant no wrong to you, Mr. Frodo.
  Don't you remember
  what Mr. Gandalf said?
  "Take someone you can trust," he said.
• It doesn't seem that I can trust anyone.
• It all depends on what you want.
  You can trust us to stick to you
  through thick and thin, to the bitter end.
  But you cannot trust us
  to let you face trouble alone…
  …and go off without a word.
  We're your friends, Frodo.
  Bless you, you deceitful scoundrels.
  Hooray!
  Will we be stopping at Bree tonight,
  Mr. Frodo?
  I think so, Sam.
  We all need a fireside and a bath,
  and a proper night's sleep in a real bed.
  I do wish Gandalf were with us.
  Maybe he'll be at the inn
  when we get there.
  Maybe.
  I think I'll go out for a sniff of air.
  Mind yourselves. Don't forget:
  You're supposed to be escaping in secret.
  Oh, mind yourself! Don't get lost.
  Be careful, Merry.
  Quiet!
  Quiet, all!
  We have some visitors with us tonight,
  all the way from the Shire.
  What was your name again, sir?
  Mr. Underhill.
  Mr. Underhill and his party.
  Yes, Mr. Underhill, sing us a Shire song!
  Well, a short one, then.
  "There is an inn, a merry old inn
  Beneath an old gray hill
  "And there they brew a beer so brown
  "With a fol-de-doo and a fol-de-da
  "Hobbits all of the Shire are we"
  Who's there?
  Who's there?
  "With a ping and a pang
  The fiddle-strings broke
  "The cow jumped over the Moon"
  Where did he go?
  What's going on here?
  Take your magic tricks back to the Shire!
  What's this place coming to,
  I'd like to know?
  Well, Mr. Underhill…
  …frightening my customers and breaking
  my crocks with your acrobatics!
  Very sorry, it's quite unintentional,
  a most unfortunate accident.
  Well, you have put your foot in it this time.
  Who are you?
  I am called Strider.
• Everyone knows me here.
• Well, we don't!
  You've been very careless so far,
  Mr. Frodo Baggins.
  My name is Mr. Underhill.
  After your performance tonight,
  it won't matter what you're called.
  The Black Riders will know
  who you are by morning.
  They already know what you bear.
  Who are you really?
  I am Gandalf's friend.
  He asked me to watch out for you.
  Gandalf? Have you seen him?
  Where is he?
  I do not know.
  We were supposed to meet him here,
  but I've had no word, no message.
  It is the first time
  that I've ever feared for him.
  Then we will have to go on
  by ourselves tomorrow.
  To Rivendell?
  You'd never get there. The Black Riders
  are watching the road night and day.
  They will come on you in the wild,
  in some dark place, where there's no help.
  I know the wild country.
  I can take you to Rivendell
  by paths that are seldom trodden.
  Will you have me?
  With your leave, Mr. Frodo, I'd say no.
  This Strider, he says be more careful,
  I say, let's start with him.
  How do we know he's from Gandalf?
  More likely, he's a playacting spy,
  working for…
• For them.
• I don't know, Sam.
  I think one of the Enemy's servants
  would, well…
  …seem fairer and feel fouler,
  if you understand.
  While I look foul and feel fair, is that it?
  Well, no, I meant…
  Frodo!
  Frodo, I've seen them!
  I've seen them, Frodo!
  I've seen them! Black Riders!
  My men found him lying in the street.
  There were two of them.
  They were hissing to each other.
  I seemed to be drawn towards them.
  You do need looking after, all of you.
  There's been strange folk about for days.
  That Ranger…
  …Strider coming and going and… Strider!
• They've come from Mordor.
• Save us!
  They won't trouble you once I am gone.
  Strider came to offer me his help.
  You know your own business, maybe…
  …but in your place, I wouldn't take up
  with a ranger out of the wild.
  They have no choice.
  There is no one else for them
  except a fat innkeeper…
  …who only remembers his name
  because people shout it at him all day!
  I'll do what I can to help, Mr. Baggins.
  Mr. Underhill.
  I'm no hero, but I'll do what I can.
  Keep watch tonight, you and your folk.
  There is a hill called Weather top…
  …about half way between here
  and Rivendell.
  We will make for it tomorrow.
  So will Gandalf, if he can.
  I still don't know if we can trust him,
  Mr. Frodo.
  I said, you have no choice, Sam.
  Because, if I wanted the Ring for myself…
  …I could have it, now.
  My name is Aragorn, son of Arathorn.
  If by life or death I can save you, I will.
  How long will we be
  in these marshes, Aragorn?
  At least two days.
  I'm being eaten alive!
  What do these things live on
  when they can't get Hobbits?
  Easy there, Bill, easy. Slow.
  That is Weather top.
  We shall be there by nightfall, if we set
  a good pace and don't stop for lunch.
  If this continues I'll become a wraith.
  Don't speak of such things.
  Aragorn! Aragorn!
  And Beren was a mortal man…
  …but Luthien Tinuviel
  was the daughter of a king of Elves…
  …and she was the fairest maiden that has
  been among all the children of this world.
  Yet she chose to be mortal, for him.
  And when he died, she followed him.
  And so he was her doom…
  …but he was her love as well.
  I thought I saw something!
  Or maybe just shadows in the moonlight,
  I don't know.
  Just stand close to the fire. Make a circle.
  What's that?
  The Ring, Frodo! Take off the Ring!
  Cold…
  It's so cold.
• Like a poisoned icicle.
• It is the cold of their world, Frodo.
  When you put on the Ring,
  you entered the world of the Black Riders.
  Gandalf said not to.
  Why is it so misty here?
  I can't see very well.
  Well, what's the matter with him?
  It was only a little wound.
  It was an evil knife that struck him, Sam.
  I think that a piece broke off in the wound
  and is working inward.
  If it reaches his heart…
  Can you do anything?
  We must get to Rivendell very soon.
  He can't go no further.
  He must! Do you want them to take him?
  Wait, listen.
  Legolas!
  Yes, Sam, that's an elf.
  So, there has been no word of Gandalf
  in Rivendell? No message at all?
  None.
  My Lord Elrond has sent every rider
  he could spare to seek for you…
  …knowing that you bore a great burden
  without guidance.
  I have been on the road for nine days.
  Well, Mr. Frodo has been on the road
  a lot longer than that.
  And he's sick and he needs a rest.
  Just for a while.
  No resting can help your Mr. Frodo now.
  Only the hands of Elrond in Rivendell
  can do that.
  There are five Black Riders
  close behind us…
  …and we may well find
  the other four waiting at the ford.
  If we lose even a little time,
  we lose, Frodo, the Ring…
  …and Middle-earth.
  Do you understand me, Sam?
  There is the ford of Rivendell.
  Fly! The Enemy is upon us!
  Come back. To Mordor we will take you.
  Gandalf!
  Come back, come back.
  To Mordor we'll take you.
  Come back, come back.
  To Mordor, we'll take you.
  Go back!
  Run, you fool, run!
  The Ring!
  The Ring!
  Go back to the land of Mordor,
  and follow me no more.
  Come back. Come back.
  To Mordor we will take you.
  Come back. Come back.
  Go back!
  The Ring.
  The Ring!
  By all the Shire,
  you shall have neither the Ring nor me!
  No, never. Verily, I come.
  I give it unto you.
  No, never! Gandalf!
  Yes.
  I am here,
  and you are lucky to be here, too…
  …after all the absurd things you've done
  since you left home.
  Where's Sam?
  And are the others all right?
  They've hardly left your side for three days.
  Three days?
  What happened at the ford?
  It all seemed so dim, somehow.
  You were beginning to fade,
  my remarkable friend.
  The knifepoint had almost
  worked its way to your heart.
  Oh, I didn't know. Would I have…
  You would have become like them.
  One of the Ring wraiths…
  …the servants of the Dark Lord…
  …if you had not resisted to the last.
  The river, it rose up against them.
  It is Elrond's river.
  This is his house
  and it was Elrond himself who healed you.
  If I may say so,
  I added a few touches of my own.
  The white horses and so on.
  If you noticed.
  Then that is the end of the Black Riders?
  Not so long as the Ring itself exists.
  They will fly back to their master
  in Mordor, empty and crippled…
  …until they find new shapes to wear
  and new beasts to ride.
  We have beaten them,
  just for a while, Frodo.
  That's sort of a relief.
  I wish that were the truth, Frodo.
  I'm afraid we have a new
  and closer problem at hand.
  You have not asked me
  why I was late getting back to the Shire.
  I forgot.
  When I was certain that yours was indeed
  the Master Ring…
  …I rode at once to Isengard,
  and I thought…
  …that if anyone could know
  what was best to do with the One Ring…
  …it would surely be Saruman the White.
  The great eagle, Gwaihir…
  …came in answer to my call,
  and bore me away.
  Saruman has never paid enough
  attention to animals.
• But if he should seize the Ring…
• He will become master of all Middle-earth.
  The War of the Ring has begun, Frodo.
  You will hear the rest in Council
  when you are well enough. Rest now.
  "The leaves were long, the grass was green
  "But the hemlock-umbels tall and fair
  "And in the glade a light was seen
  "Of stars in shadow, shimmering
  "Tinuviel was dancing there."
  Bilbo!
  Hello, Frodo, my lad.
  Where have you been?
  Why haven't I seen you before?
  I've seen a good deal of you,
  sitting by your side with Sam each day.
  Bilbo, have you been here all the time?
  All these years?
  There didn't seem much reason
  to be anywhere else, after all.
  The food's very good,
  and I listen, and I think.
  A remarkable place altogether.
  Yes.
  And now, of course, there's all this bustle
  about that ring of mine.
  Fancy the little thing causing
  such a disturbance.
  Have you got it here?
  Yes, I have.
  I'd very much like just to peep at it again,
  just for a moment.
  Put it away.
  I understand now.
  I'm sorry.
  Sorry about everything.
  Don't adventures…
  …ever have an end?
  The Council of Elrond is beginning.
  Come with me.
  Both of you.
  All that morning, the Council of Elrond
  debated the history of the One Ring…
  …and its master, Sauron.
  Gandalf also told all present of Saruman…
  …the traitor, and his desire
  for the power of the Ring.
  Elves and Dwarves, in their turn,
  told what they knew of Sauron's…
  …preparations for conquest,
  and so did Boromir of Gondor.
  In Gondor, we are already under attack
  by the forces of Mordor.
  I am Boromir.
  In a dream, I heard a voice crying to me,
  saying:
  "Seek for the sword that was broken."
  Here is the sword of Elendil of Gondor…
  …who fought the Dark Lord long ago
  and was slain.
  So, Frodo learned at last…
  …the true heritage of Aragorn,
  the son of Arathorn…
  …descendent of Isildur,
  who cut the One Ring from Sauron's hand.
  Then it belongs to you,
  and not to me at all?
  Bring out the Ring, Frodo.
  The time has come.
  Isildur's Bane.
  The Halfling.
  What shall we do with it then,
  this mightiest of all weapons?
  We cannot keep it, we cannot destroy it.
  Sauron, who forged it looks for his Ring…
  …and Saruman who envies it,
  searches for its power, too.
  I see no other road for us
  but the most fearful:
  The road into Mordor.
  We must send the Ring to the fire
  where it was made:
  To Mount Doom.
  What foolishness is this?
  Why do you speak of hiding
  and destroying?
  The Ring could save all Middle-earth.
  Have you heard nothing?
  It is Sauron's Ring. To wield it…
  …you would have to become Sauron.
  I will not touch it!
  Nor I.
  Our one hope lies in foolishness, Boromir.
  The Dark Lord cannot conceive
  of anyone wishing to destroy his Ring.
  He will wait until one of us tries to use it…
  …follow every move we make.
  And it is just possible
  that he may not notice…
  …the small, quiet feet, walking into peril…
  …into Mordor.
  Very well. It's plain enough
  what you're pointing at.
  Bilbo, the silly Hobbit, started this affair,
  and had better finish it, or himself.
  When ought I to start?
  It has passed beyond you, Bilbo.
  This last journey
  must be for others to make.
  Who are they to be?
  That is what they're trying to decide here.
  I will take the Ring…
  …though I do not know the way.
  I think that this task
  is appointed for you, Frodo.
  This is the hour of the Shire-folk, at last.
  But you won't send him off alone, surely?
  You, at least, shall go with him,
  Master Samwise.
  It is impossible to separate you,
  even when he is summoned to a Council…
  …and you are not.
  A nice pickle
  we've landed ourselves in, Mr. Frodo.
  I thought perhaps
  you might care to have these.
  Bilbo, I don't think I should look right.
  You can wear the shirt under your clothes.
  It's as light as anything.
  But I fancy it might turn…
  …even the knives of the Black Riders.
  I named the sword Sting, long ago.
  It's silly, but there you are.
  It shines when there are enemies about.
  Orcs and things.
  There.
  Now you look
  just a plain Hobbit on the surface, but…
  Well, take care.
  Bring back any old songs
  and tales you hear.
  "I sit beside the fire
  "And think of all that I have seen."
  Our only hope is in speed and secrecy.
  The Company of the Ring shall be nine.
  Nine walkers against
  the nine Riders of Mordor.
  With Sam and Frodo, Gandalf will go.
  For the other Free Peoples…
  …Legolas shall be for the Elves…
  …and Gimli, son of Gloin, for the Dwarves.
  For Men shall go the valiant
  Boromir of Gondor…
  …and Aragorn, son of Arathorn.
  And for the last two places,
  we will trust to friendship…
  …rather than to great wisdom.
  Peregrin Took and Meriadoc Brandybuck
  may also go.
  When did you ever know such a storm,
  so far south?
  The Dark Lord's arm has grown long
  …if he can hurl snow at us
  all the way from Mordor.
  His arm has grown long.
  No, Gandalf, not that dark way, I beg you!
  And what would you suggest?
  Returning to Rivendell to wait there
  for the end? We have no choice, Aragorn!
  We might go by way of the Gap of Rohan.
  That'd take the Ring too close to Isengard
  and Saruman. We dare not risk it.
  Yet you would risk the mines of Moria.
  Where both you and I have walked before
  and come out again alive.
  The memory is very evil.
  I do not wish to enter Moria a second time.
  And I don't wish to enter it even once.
  Nor me.
  The question is not who wishes to go,
  but who will?
  There is no other way
  to pass the mountains.
  I will go with you.
  My cousin Balin led a company
  of Dwarves there, many years ago.
  There has been no word of them
  in all that time.
  Elves do not walk in the dark earth.
  I will go, but I fear for you, Gandalf.
  I will not go, not unless the vote
  of the whole company is against me.
  What does the Ring-bearer say?
  I do not wish to go.
  But I will go, if Gandalf advises it.
  Steady, easy, Bill. Old Gandalf
  will have that gate open in a minute.
• What if he can't?
• I've never seen anything he couldn't do.
  Sam!
  Fireworks are all very nice,
  but this is elf magic.
  What a people you Dwarves are
  for hiding things.
  On the gates of your most wondrous,
  ancient kingdom you write:
  "Speak, friend, and enter," and no spell
  in any language can open the door.
  Why do you keep looking
  at the lake, Frodo?
  I'm afraid of it.
  And there sits our quest.
  If we had to bring a wizard at all,
  it should have been Saruman.
  Be still, Boromir!
  Why? There are other ways to turn,
  if our Wizard's balked.
  I said, from the beginning…
  Gandalf, you old fool!
  So, all you had to do
  was say, "friend," and enter.
  Those were happier times.
  Let us go.
  I'm coming, Mr. Frodo! I'm coming!
  Into the gateway! All of you!
  Poor old Bill!
  Gandalf, what was the thing in the water?
  I do not know.
  There are older and fouler things than Orcs
  in the deep places of the world.
  Whatever it was, it grabbed Frodo first,
  out of all of us.
  Be quiet, Pippin!
  We have gone far enough for today.
  Let us stop here for the night.
  Seems to have been a guardroom.
  Yes, there's even a well.
  We had better rest here.
  It's hard to believe that even Dwarves…
  …could have lived
  in this half-drowned dungeon!
  It was a great realm once.
  Be still! Both of you!
  Which way do we take tomorrow, Gandalf?
  I have not decided.
  The path to the left smells foul,
  and I am too weary to choose.
  The way ahead feels wrong, somehow.
  At least the middle way goes up.
  It's time we began to climb again.
  Perhaps.
  I cannot remember.
  What's that?
• Pippin!
• Just a stone.
  I dropped a stone.
  Fool of a Took!
  Throw yourself in next time! Be quiet!
  Fool of a Pippin!
  Yes, this way.
  We should find our way down
  to the Great Gates by tonight.
  I shall be glad.
  I doubt now that Dwarves
  ever came back here.
  Why should they have come back?
  What was left for them to mine?
  Mithril silver!
  The most precious metal in the world.
  "Balin, son of Fundin…
  "…Lord of Moria."
  They did come back.
  It seems to be a record of the colony.
  Orc swords. There was a great battle here.
  Yes.
  "Balin is now Lord of Moria."
  Here it says, "We found Mithril."
  Now it says:
  "Yesterday, Balin, Lord of Moria, fell.
  "An Orc shot him from behind a stone.
  "We slew the Orc, but many more…"
  Then it says, "We have barred the gates."
  And something about,
  "The Watcher in the Water."
• What do you hear?
• Nothing.
  But I feel.
  It is grim reading.
  "They have taken the bridge.
  They are coming!
  "We cannot get out! Drums.
  "Drums in the deep!"
  There is nothing more.
  Gandalf?
  I don't want to stay here.
  We are going now, Pippin.
  There is nothing more.
  They are coming.
  Slam the doors and wedge them.
  Keep the east door ajar.
  We must not get shut in.
  Orcs and something else.
  A great Cave-troll, I think.
  Out this way!
  For Shire!
  For the Shire!
  Now is the last chance! Run for it!
  I'm all right. I can walk.
  I thought you were dead.
  All of you, down the stairs!
  Lead the way, Gimli!
  Pippin and Merry next.
  Come no closer! I warn you!
  Balrog!
  Fly, all of you! Fly!
  Up the stairs and straight on.
  Fly! You cannot help me.
  You cannot pass.
  I am a servant of the Secret Fire.
  You cannot pass.
  Go back to the shadow.
  You cannot pass.
  Fly, you fools!
  Come. Follow me.
  Obey him!
• There may be a bit of a scar, Sam.
• I don't care.
  Now it is your turn, Frodo.
  I'm all right. What does it matter now?
  It matters. We still have a long road,
  and much to do.
  Why? We've no hope without Gandalf.
  You know that, Aragorn.
  Then we must do without hope.
  There is always vengeance.
  Mithril shirt!
  That's what saved you.
  I have never seen one so beautiful.
• There!
• What is it?
  The footsteps,
  I heard them in Moria, following.
  The Orcs will not come after us until dark.
  It never sounds like an Orc.
  They're bare feet and they flap.
  Whatever creature it is,
  it won't follow us where we're going.
  Nothing evil passes through Lothlorien.
• That is not what we say in Gondor.
• Then you know nothing in Gondor.
  Out of Moria into the Golden Wood.
  Is there no way less perilous?
  I would almost rather face
  the Balrog again, than the Lady.
  Lothlorien is a place of healing.
  There is no evil in it…
  …unless a man brings evil there with him.
  Welcome to Lothlorien.
  I am Galadriel
  and this is my lord, Celeborn.
  The forests have told us of your loss.
  We sorrow for you,
  and for all of Middle-earth.
  Rest here now for a little,
  until you are healed.
  Your quest is known to us.
  We will do what we can to aid you.
  Frodo Baggins of the Shire?
  '"Let the night never cease to call you
  '"Let the day never more be the same'"
  It is a song about Gandalf, isn't it?
  Yes, Mithrandir
  was the Elves' name for him.
  It means, Grey Pilgrim.
  We knew so little of him in the Shire,
  Aragorn. He was just Gandalf, to us.
  We never knew he had so many names.
  I think he was fondest of Gandalf.
  '"We 're still guided by your light
  '"You're walking beside us
  '"A prayer in the night
  '"With the fear rushing thru the shadows
  '"Like a star shining deep in his heart
  '"You will know in your hearts forever
  '"Never more
  '"Will we stand
  '"Alone'"
  This is the mirror of Galadriel.
  It shows things that were,
  and things that are…
  …and things that yet may be.
  Do you wish to look?
  I'd not mind a glimpse
  of what's going on at home.
  It seems a terrible long time
  I've been away.
  Come then, you shall look…
  …and see what you may.
  I got to go home!
  They've dug up Bagshot Row…
  …and thrown my poor old Gaffer
  out in the street. I've got to go home.
  The mirror shows many things, Sam,
  and not all have yet come to pass.
  Some never come to be,
  unless those that behold the visions…
  …turn aside from their path
  to prevent them.
  Do you wish to leave Frodo now,
  and go home?
  No.
  Gandalf?
  No, it must be Saruman.
  Do not touch the water.
  He is looking for you.
  But he cannot find you, not here, not yet.
  The door is closed.
  Three Rings for the Elven-kings
  under the sky.
  Yes.
  We hid those three from him,
  and he has never touched them.
  If your quest fails…
  …then nothing can stand against him
  and we are defenseless.
  Yet, if you succeed,
  if the One Ring is destroyed…
  …all we built with the three will fade.
  Time will come here,
  and Lothlorien will fade.
  You are the footstep of doom to us, Frodo.
  Lady Galadriel, I will give you
  the One Ring, if you ask for it.
  It's too great a matter for me.
  And I came to test your heart.
  You will give me the Great Ring freely…
  …and in place of the Dark Lord
  you will set up a queen.
  And I shall not be evil, but beautiful…
  …and terrible as the morning
  and the night.
  Stronger than the foundations of the earth.
  All shall love me and despair!
  I pass the test.
  I will diminish and go into the west
  and remain Galadriel.
  And you must depart in the morning.
  For Gondor and the House of Isildur.
  For Gondor and the city of Minas Tirith.
  In a few days, we will have to choose:
  Shall we turn west with Boromir
  and go to the wars of Gondor…
  …or turn east to Mordor and its Dark Lord?
  Or shall we break our fellowship?
  I'm going with Mr. Frodo.
  I know that, Sam.
  What a place. What a horrible place!
  Behold the Argonath,
  the pillars of the kings.
  They are Isildur and Anarion,
  my fathers of old.
  If Gandalf were here…
  The day has come at last, the day
  of choice, which we have long delayed.
  What shall now become of our company?
  I am not Gandalf.
  I have tried to guide you
  as he would've done, but…
  …if he had any plan for this moment,
  he never told me.
  Even if he had, if he had lived…
  …I think the burden
  would still have fallen on you, Frodo.
  You alone can choose your way now.
  The burden is heavy.
  Give me an hour longer, and I will speak.
  Let me be alone!
  You shall have your hour.
  And you shall be alone.
  Who's there?
  Boromir.
  I was afraid for you, Frodo.
  The Orcs may be on this side
  of the river by now.
  May I stay and talk to you, just for a while?
  You're kind, but there's nothing to be said.
  I know what I should do,
  but I'm afraid of doing it, Boromir.
  I wish I could help you.
  Will you hear my counsel?
  I know what your advice would be:
  To go with you to Gondor
  and use the Ring to defend Minas Tirith.
  And is that such ill counsel?
  Why should we fear to use the Ring
  in a just cause?
  Whatever is done with the Ring
  turns to evil.
  Gandalf and Elrond refused to touch it,
  and Galadriel herself…
  Yes, I know all that.
  And for themselves, they may be right,
  these Elves and half-Elves and Wizards!
  But truehearted Men will not be corrupted.
  We, of Minas Tirith, do not seek power.
  Only the strength to defend ourselves.
  Where is the evil in that, Frodo?
  You cannot answer me, none of them can.
  It's folly not using the Enemy's power
  against him.
  Think what Aragorn could do
  with the Ring in this hour.
  Or if he refuses, why not Boromir?
  How I would drive the hosts of Mordor,
  until I stood face to face with Sauron.
  And they tell us to throw it away!
  Come with me, Frodo.
  My city is not far.
  You can go to Mordor from there,
  if you must.
  Only, trust me, let me try my plan.
  Lend me the Ring.
  No, Boromir. No!
  Fool, obstinate fool!
  It is only yours by chance.
  It might have been mine.
  It should be mine. Give it to me!
  Miserable trickster!
  You'll sell us all to Sauron.
  Traitor!
  Curse you to death and darkness,
  all you Halflings!
  What have I done?
  Frodo, come back!
  A madness took me, but it has passed.
  Come back!
  This waiting's horrible.
  Where have you been, Boromir?
  Have you seen Frodo?
  I tried to convince him
  to come to Minas Tirith.
  I grew angry and he vanished.
  Is that all you have to say?
  He put the Ring on.
  But where did he go? Where is he?
  Mr. Frodo!
  Gimli, Legolas, stop them!
  I don't know what part you've played
  in this mischief, but help now!
  Go after Merry and Pippin and guard them,
  even if you cannot find Frodo. Go on!
  Follow me, Sam. Stay close.
  Sam Gamgee, your legs are too short,
  so use your head.
  The boats.
  Coming, Mr. Frodo.
  Coming!
  It's only water, now.
  I'm here, Sam.
  Save me, Mr. Frodo.
  Help, I'm drowning!
• Take my hand.
• Where's your hand?
  Here. Here it is.
  Of all the confounded nuisances
  I ever knew.
  Mr. Frodo, that's hard.
  If I hadn't guessed right,
  where would you be now?
  Safely on my way.
  "Safely"?
  All alone and without me to help you?
  But I am going to Mordor.
  Well, of course you are,
  Mr. Frodo, and I'm coming with you.
  It's no good trying to escape you.
  I'm glad, Sam.
  May the others find a safe road.
  Aragorn will look after them.
  I don't suppose we shall see them again.
  Yet we may, Mr. Frodo. We may.
  This way!
  Frodo!
  Halfling.
  Boromir.
  Boromir.
  I tried to take the Ring from Frodo.
  I'm sorry. I have paid.
  Aragorn, go to Minas Tirith.
  Save my people.
  Aragorn…
  I will go…
  …I promise you.
  The Halflings, Orcs took them.
  I think they are not dead.
  Either we take the last boat
  and follow Frodo…
  …or we follow the Orcs on foot.
  Pippin and Merry may be dead by now.
  We don't know.
  We cannot forsake them.
  The fate of the Ring-bearer
  is in my hands no longer.
  The company of the Ring
  has played its part.
  We follow the Orcs.
  Filth!
  Maggots!
  Can't run.
  Hello, Pippin.
  So you've come on this expedition, too?
  When do we get bed and breakfast?
  Bed and breakfast in Isengard, understand?
  They are alive.
  One of them, anyway.
  Pippin, I think, by the footprints.
  How far ahead of us are they, Aragorn?
  Almost a day. Shall we rest by night,
  or go on while our strength holds?
  Do you think the Orcs will rest?
  Yet, in the dark we may lose the trail,
  or miss a sign, like that brooch.
  There will be no more signs.
  I cannot run all the way to Isengard.
  Thank goodness for that rope
  the Elves gave you.
  We'd never have gotten down
  that last cliff without it.
  There's Mount Doom again, Mr. Frodo.
  See it?
  What a fix!
  The one place
  that we don't want to see any closer…
  …and that's the one place
  we're trying to get to.
  We're plain lost, Mr. Frodo.
  I'm tired, Sam.
  I don't know what's to be done.
  We must find a place to camp, I suppose.
  Maybe there'll be a path tomorrow.
  Cautious, my precious.
  Don't turn!
  It's him.
  That Gollum?
  That thing who had Mr. Bilbo's ring?
  He's been following us since Moria.
  My precious! More haste, less speed.
  Well, he'll be sorry he found us again.
  Be careful!
  He's much more dangerous than he looks.
  Where is it, my precious?
  It's ours, it is, and we wants it.
  Got you, you spying…
  Let go, Gollum!
  Let go, or I'll cut your throat!
  Don't hurt us!
  Don't let them hurt us, precious.
  Cruel little Hobbitses.
  Jumps on us
  like cats on poor mices, Gollum.
  We'll be nice to them if they'll be nice
  to us, won't we, precious?
  Pity Mr. Bilbo didn't kill the creature
  when he had the chance.
  I will not touch him.
  Now that I see him, I do pity him.
  Yes, Hobbits won't kill us,
  not Hobbits, huh?
  No, we won't.
  But we won't let you go, either.
  You will have to come with us
  and help us, if you can.
  Yes, indeed!
  Nice Hobbits!
  And where are they going in these cold,
  hard lands, we wonder?
  We are going to Mordor. You know that.
  Lead us to the gates of his land.
  No, precious.
  Hobbits mustn't go there.
  Gollum! Leave us alone!
  Gotcha!
  I think your rope might prove useful again.
  Tie one end to his ankle.
  We want him to walk.
  Don't hurt us! No!
  It burns! It bites!
  It freezes!
  Take it off us. It hurts us.
  Don't you do it!
  It hurts us.
  What promise can you give me
  that I can trust?
  Smeagol will be very good.
  Smeagol will swear
  never to let him have it.
  Smeagol will save it.
  The precious is before you, Smeagol.
  Speak your promise!
  We promises, yes, I promise…
  …I will serve the master of the precious.
  Good master, good Smeagol.
  Take the rope off, Sam.
  Off we go. Follow Smeagol.
  Smeagol knows a secret way, he does,
  across the marshes.
  Follow Smeagol.
  I said, "No shooting."
  You're wasting arrows, dunghill swine!
  Snaga, Lugdush, stand guard.
  Bind their legs.
  White-skins break through. Understand?
  You and your stinking Wizard.
  You got us into this.
  When I tell them in Mordor…
  They are far, far away.
  If stinking Wizard doesn't get you,
  the white-skins will.
  You won't get it that way.
  It isn't easy to find.
  Get it? Get what?
  Nothing, my precious.
  It's no good groping in the dark.
  Ugluk will be back any minute.
  Nothing for Mordor.
  Nothing for poor Grishnakh and Gollum.
• Untie us, my precious.
• I said to be quiet!
  Wait. You can't find it without our help.
  You help me?
  I don't know what to do now.
  I don't even know where we are.
  You should have studied maps more
  and played less in Rivendell.
  This is Fangorn Forest.
  Then we're no safer
  than we were with the Orcs.
  We've no blankets and almost no food.
  It looks like nothing to eat for 100 miles.
  We don't even know
  where we're trying to go.
  Let's climb up there.
  Maybe we can find out
  where we are, at least.
  It's nice here.
  The forest looks so different
  in the sunlight.
  I know.
  It's funny, but, well,
  I almost feel I like the place.
  Almost felt you liked the forest?
  That's uncommonly kind of you.
  The Orcs made us run here,
  and when we tired…
  …they carried us, cut our ropes, ran into
  the forest and we came to your hill…
  "Hill?"
  A hasty word…
  …for something that has stood here
  since the world was shaped.
  You may call me Treebeard.
  We thought you were a tree,
  standing there.
  Not a tree, a tree herder.
  Please, Treebeard…
  …now that you know our story…
  …whose side are you on?
  I am not altogether on anybody's side…
  …because nobody is altogether on my side.
  But I am no friend of these…
  …tree-killing Orcs and their masters.
  They were here, no doubt of it.
• But where they went?
• I don't understand these other marks.
  Look!
  Your bow, Legolas! It's Saruman.
  Shoot before he puts a spell on us, fast!
  Elf…
  …Man and Dwarf together?
  A rare sight in these times.
  Stop him, Legolas!
  Gandalf?
  Beyond all hope.
  Gandalf!
  Yes.
  That was my name.
  But where have you… Gandalf!
  What happened?
  A long time I fell.
  Long I fell and he fell with me.
  His fire was about me.
  I was burned.
  Ever he clutched me, and ever
  I hewed him, far under the living earth…
  …until at last, he fled back
  up the secret ways of Moria.
  There we fought,
  above the mists of the world…
  …and the mountain was wreathed
  with lightning.
  I threw down my enemy
  and his fall broke the mountainside.
  Then darkness took me…
  …and I wandered far,
  on roads that I will not tell.
  Naked, I was sent back for a brief time…
  …until my task was done.
  And it is time I was about it.
  You come with me to Edoras, my friends,
  to the city of the Riders?
  To Edoras, now?
  But to leave Merry and Pippin?
  They are in no danger, believe me.
  The great danger is to Edoras.
  Saruman's Orcs will attack there within
  two days, and Theoden has need of us.
  Theoden has grown old.
  He shivers by his fire now…
  …and leaves everything in the hands
  of his new minister:
  Grima Wormtongue.
  Those Riders you followed,
  who rescued Merry and Pippin…
  …they were led by Theoden's nephew,
  Eomer.
  He is all but an outlaw
  in Rohan these days.
  He hunts the Orcs
  wherever he finds them…
  …defying Wormtongue's orders
  to let them pass.
  So Wormtongue calls him traitor
  and renegade…
  …and Theoden believes…
  Gandalf, the Riders of Rohan
  are the bravest fighters I've ever knew…
  …but they were never many.
  If Saruman strikes now,
  he'll overrun Edoras in a single night.
  Our time is at hand.
  Theoden's hundreds will face
  your tens of thousands.
  When all of Rohan, your ancient oppressor,
  lies vanquished…
  …then shall we fly eastward…
  …and sweep all of Middle-earth
  beneath our feet.
  We cannot be defeated!
  Halfway between Edoras and Isengard,
  there lies a fortress called Helm's Deep.
  If we can decoy Saruman's Orcs there…
  …the fortress will stop them longer
  than the wooden halls of Edoras.
  We are buying time, Aragorn.
  Time? Time for what?
  Perhaps for a miracle.
  Perhaps only for Frodo
  to get a little further on his way…
  …while the armies
  that should be hunting for the Ring…
  …waste their own time destroying us.
  I have returned.
  The storm comes swiftly, and it is time
  for all friends to gather together.
  And do you…
  …expect me to welcome you here…
  …Master Gandalf?
  Troubles follow you like crows.
  Why should I welcome you,
  Gandalf Stormcrow?
  Justly spoken, Lord.
  In the east, the Dark Lord is stirring…
  …in Lorien, the Sorceress
  of the Golden Wood weaves deceit.
  And such is the hour
  in which this wanderer chooses to return.
  It is I who counsel the King now.
  He hears you no longer.
  No, Grima Wormtongue.
  He hears nothing but your voice
  telling him that he rules here…
  …only because Saruman
  is kind to old men…
  …and that the best thing for a sickly,
  feeble king…
  …is to let Wizards and Orcs
  do as they will in Rohan.
  I am my own man, Gandalf…
  …as I was.
  It is true that…
  …Grima advises me often
  to leave Aruman in peace…
  Hear, my Lord, you tire yourself.
  You are still unwell.
  And he does remind me
  that it would be safest for Rohan…
  …to seek their friendship…
  …no matter how I may feel!
  Dear Lord, let me deal with
  these troublesome guests.
  How long has it been, Grima Wormtongue?
  How long since Saruman bought you?
  For I saw you at Isengard.
  Did I not counsel your doorkeeper
  to forbid his staff?
  Down, snake.
  Down on your belly.
  Grima is often…
  …at Isengard.
  I sent him there with messages.
  And he returns with poison…
  …Aruman's poison in your ears, Theoden.
  Chilling your heart, making you old.
  Take courage, Lord of Rohan!
  Grima…
  …is this so?
  I will not harm you, Grima.
  Is it so?
  Let him go!
  My sister-daughter, Eowyn.
  My only loyal kin…
  …since her brother has disobeyed
  my commands.
  Wormtongue's command, Theoden.
  If Eomer had not defied him,
  their cause might be already lost.
  Tell me, Gandalf…
  …what I must do now.
  We cannot wait here for Saruman's attack.
  Every man that can ride
  must be sent immediately…
  …to the old fortress of Helm's Deep.
  When Saruman learns
  that we have gone there…
  …and he will…
  …we will have the Riders of Rohan.
  I will find Eomer and his Riders.
  My armor!
  Look for me at Helm's Deep.
  That's all, Theoden.
  And he's gone again…
  …like a wind in the grass.
  Stormcrow.
• Aragorn?
• My Lord?
  Is there any hope for us?
  Sam, you simpleminded…
  You fell asleep.
  Mr. Frodo, he's gone.
• Smeagol?
• He's gone. I didn't mean to sleep.
  Well, he'll come back.
  Promise will hold him a while yet.
  He won't leave his precious, anyway.
  Are we rested?
  Ready to go on?
  Nice Hobbitses.
  Trust Smeagol now?
  Stop!
  Shivery light.
  Nasty.
  Look!
  Wraiths!
  Wraiths on wings!
  The precious is calling them!
  Gollum, wait, Mr. Frodo can't keep up!
  Slow down, I tell you.
  No time, no time.
  The precious is heavy, yes.
  Very heavy, Smeagol knows.
  If it's too heavy for nice Master…
  …little Smeagol will carry it.
  Smeagol doesn't mind.
  Give it to Smeagol.
  Do not say that again.
  Do not think it.
  Before you touched the precious again,
  Smeagol…
  …I would put it on and have you
  leap off a cliff, or into a fire…
  …and you would do it, Smeagol.
  Nice, Master.
  Gollum!
  Smeagol promised.
  Yes, we promised to save our precious,
  never to let him have it…
  …but it's going to him…
  …my precious is nearer every step.
  I can't help it.
  Smeagol promised to help nice Hobbit.
  He took cruel rope off our leg.
  He speaks nicely to me.
  He's a Baggins, my precious.
  A Baggins stoled it.
  We hates Bagginses.
  Must have the precious. Must have it.
  We wants it.
  But there's two of them.
  Yes.
  We needs help, precious.
  She might help, yes.
  She might help us…
  …but Smeagol promised nice Hobbit.
  Nice Hobbit.
  Hey, you…
  …what are you pawing at him for?
  Where've you been anyway,
  sneaking off and sneaking back?
  "Sneaking?"
  Hobbit's always so polite, yes.
  Tired, thirsty Smeagol, he finds
  a secret way through the mountain…
  …a tunnel with no Orcses anywhere,
  and they say "sneak."
  "Sneak?"
  Well, you startled me. I'm sorry.
  Hello, Smeagol.
• Where have you been?
• Sneaking!
  I like this place.
  There is good rock here.
  This country has tough bones.
  Up on the ridge! They're coming!
  There they are!
  Fire of Isengard!
  We're breached! Retreat to the caves!
  The caves!
  Theoden King.
  I will not end here…
  …taken like an old badger in a trap.
  When dawn comes…
  …I will bid men sound Helm's horn…
  …and I will ride forth.
  Will you ride with me then,
  son of Arathorn?
  At least, we may make such an end…
  …as will be worth a song.
  I will ride with you.
  We're there, Sam.
  Another day, maybe two.
  When light comes tomorrow,
  the mountains will be near.
  Well, it's a good thing, Mr. Frodo,
  because we're running awful low on food.
  I reckon we've got enough left
  to see us to this Mount Doom.
  After that…
  …I don't know.
  Samwise Gamgee.
  My dearest Hobbit…
  …friend of friends…
  …"after that," if the Ring goes
  into the fire, and we are at hand?
  "After that," dear Sam.
  I wouldn't worry.
  Just to get there.
  Just to get there.
  The Ring is so heavy now, Sam.
  We must go.
  Mustn't rest here, silly Hobbits.
  Orcs find us. Ring wraiths find us.
  Must go on to safe, secret place.
  Smeagol's secret way!
  The straight stair…
  …and the winding stair.
  Up, up…
  …through black, sharp mountains.
  Follow good Smeagol.
  Straight stair, winding stair?
  What comes after that?
  We shall see, yes…
  …we shall see.
  Gandalf!
  The forces of darkness were driven
  forever from the face of Middle-earth…
  …by the valiant friends of Frodo.
  As their gallant battle ended…
  …so too ends the first great tale of…
  …The Lord of the Rings.