Story by John Lasseter Andrew Stanton Lee Unkrich Screenplay by Michael Arndt

Blue sky, fluffy clouds. The TOY STORY logo. A branding iron sears a ´3µ into it. IMAGE bursts into FLAMES... EXT. OLD WEST - DAY A train races across the desert. MOVE IN on an ARMORED CAR. Suddenly, the roof blows open. EXT. TRAIN - DAY Money bags fly out. ONE-EYED BART (Mr. Potato Head) follows. ONE-EYED BART Money, money, money! Ha! Ha! Ha! Bart stashes the loot. Suddenly, a lasso yanks his arm off. ONE-EYED BART Hey! The lasso lifts him off his feet. He falls, dazed. A figure approaches -- WOODY. He pins Bart with his boot. WOODY You got a date with justice, One-Eyed Bart! ONE-EYED BART Too bad, Sheriff -- I·m a married man. A WAR CRY. Woody looks up. VOICE (O.S.) Ai! Ai-ai-ai-ai-ai-yah! A Ninja warrior, ONE-EYED BETTY (Mrs. Potato Head), flips down the train roof, wielding a sword and nun-chucks.

WOODY One-Eyed Betty! Woody handsprings away. He gets to the end of the Caboose. Betty hits him with her purse. He teeters, then falls. WOODY Whoa, whoa... Ahhh...! Bart and Betty laugh, peek over the edge...GALLOPING HOOVES TILT UP to find Woody, riding BULLSEYE, JESSIE at the reins. JESSIE I believe you dropped something, Mister! ONE-EYED BART Jessie?! WOODY You·ve reached the end of the line, Bart. Bart pulls out a remote detonator. ONE-EYED BART I always wanted to go out with a bang! Ahead, a huge trestle bridge spans a canyon. ZOOM to REVEAL -- The middle of the bridge is loaded with dynamite. Bart laughs, hits the detonator. The bridge explodes. Woody, Jessie, and Bullseye gasp. JESSIE

Sheriff! Take your pick! The Potato Heads leap off the train into the Corvette. Woody stands. ONE-EYED BART Hate to leave early. ALIENS Oooooooooo! ONE-EYED BART It·s me or the kiddies. One-Eyed Bart cackles.. Woody looks at the out-of-control train. then leaps from Bullseye into the locomotive. Bullseye! Bullseye runs up next to the speeding locomotive.Oh no! WOODY The orphans! WHIP PAN -.. driven by the three ALIENS. pulls up alongside the train. but our ride is here.A train car of TROLLS lean out the windows. HONK-HONK! A pink Corvette. WOODY Hold him steady. They speed off. 2WOODY Ride like the wind. hurry! . JESSIE Woody.

pulls the brake.The Corvette speeds past. Bullseye and Jessie skid to a stop at the canyon edge. Holding it from below is BUZZ LIGHTYEAR.. Woody and the train plummet over the edge.Woody turns a gear. WOODY Now let·s catch some criminals! BUZZ To Infinity. Bullseye and Jessie are horrified. And Beyond! CUT TO: EXT.... Too late. Woody looks ahead. hand-painted sign reads: Border Crossing One Mile Outlaws Welcome 3WHIP PAN -. .! From deep in the canyon. BUZZ Glad I could catch the train! Woody leans out the front. DESERT PLAINS A large.The train skids toward the severed rails. JESSIE No. the entire train rises into the sky. Train wheels lock. a FLASH and RUMBLE. Then. POV -. Sparks fly.

who eats force-field dogs! JESSIE Yo-Dee-Le-Hi-HoooOOOOOOOO! The Earth trembles.. BELLOWING.. From above. I brought my dinosaur. The Aliens see something in the sky. Bart kisses his loot. Sheriff! I brought my attack dog with a built-in force field! Bart WHISTLES. firing his laser. Buzz lands nearby. The halves fall away. ALIENS OooOOOOoooo! Buzz flies out of the sun. He circles the gang. SLINKY springs down the canyon walls. WOODY Well. bites his tail.The Outlaws laugh gleefully. A giant REX emerges. The ground bursts open. Woody and Jessie step up. laser poised. coils crackling with energy. The Outlaws tumble into a heap. Cracks form. . WOODY Reach for the sky! ONE-EYED BART You can·t touch me. The Corvette is sliced in half. An ENERGY BUBBLE forms around them. point.

Bart LAUGHS louder. The barrel falls. Hamm flips open a switch. A giant laser cannon powers up with a deafening HUM. pig-shaped spaceship hovers above them.He leans toward Bart. EVIL DR. A yellow barrel is dropped. The spaceship·s snout rotates and opens. Buzz turns away. eyes shut. Betty. Jessie turns away. Woody. An intense HUM.. A shadow. Bart LAUGHS and reaches for a button marked with a skull and crossbones. Woody.. PORKCHOP (Hamm) sits on the bridge. Rex ROARS. The Monkeys come after them. Everyone looks up. An enormous. Evil Dr. SPACESHIP .DAY DR. Buzz and Jessie flee.. Buzz and Jessie are overtaken and pinned down. Rex stops. and the Aliens are suddenly beamed up. . Porkchop to you! Bart. taking him down. It explodes into a mushroom cloud of crazed red monkeys. BUZZ Evil Dr. sporting a bowler. 4INT. PORKCHOP That·s Mr. lets out a fearsome ROAR. Porkchop!!! We FLY UP to. Slinky. A red button: DEATH BY MONKEYS. The ship·s belly swings open.. He pushes it. The Monkeys swarm over him.

Bart CACKLES -.. Andy hits the carton -. .DAY Andy imitates One-Eyed Bart·s LAUGH. He·s turned his room into a Western ´setµ complete with a Tinkertoy trestle bridge.HANDHELD MOM·S hand pushes open a door..finger on the trigger. On Woody and Buzz. Where Hamm. jumps around making EXPLOSION NOISES.. Woody grimaces. YOUNG ANDY (AS WOODY) Buzz! Shoot your laser at my badge! YOUNG ANDY (AS BUZZ) Woody.PPPKOOOOOSHHH!!! The Toys tumble to pillows on the floor. Andy. the Potato Heads and the Aliens perch on a. in his cowboy hat.PSHOO! -. that dangles from the ceiling... Andy·s hands move Woody as he ´talksµ. makes a ricochet sound -. CUT TO: CAMCORDER POV .. 8. etc. crudely fashioned into a spaceship. winged cardboard box. ANDY·S ROOM .off Woody·s badge and traces a line into the air. CUT TO: INT. no! It·ll kill you! YOUNG ANDY (AS WOODY) Just do it! 5Andy presses Buzz·s laser. a Barrel of Monkeys.

. Buster enters. Camera PANS Andy·s Toys.. laughing. A 50foot baby from outer space! She·s on a rampage! Run for your lives! Andy races around. wearing party hats.) Oh. toddles in.!? MOM (O.C.´You·ve Got A Friend In Meµ 6INT. knocking over Tinker Toys. MOLLY. Andy looks up.! YOUNG ANDY No. End on Andy. . Camera ZOOMS IN.C.YOUNG ANDY (as Woody) You·re going to jail. no! Molly. Chaos.. Bart. The CAMERA PIVOTS UPSIDE-DOWN. Suddenly. party hat on...) No.. Mom! It·s.. revealing Mom·s face.DAY .HANDHELD CAMCORDER POV Molly sits in a high chair.! Keep playing! Just pretend I·m not here. MOM (O. eating cake. it·s okay. MOM Does the red light mean it·s going? The TAPE GLITCHES and we JUMP TO. YOUNG ANDY Mom. BARKING.. stops... 2. BEGIN MUSIC -. no. ANDY·S KITCHEN .

ZOOM OUT to reveal lines and labels for all the toys.C. charming.) Oh. stuffing cake in his mouth.holding Woody.) Look how tall you·re getting! Andy steps away and beams. say ¶Happy Birthday· to Molly. YOUNG ANDY (mouth full) Happhy Brffday! MOM (O. FRONT YARD .) Come on.C. cake crumbs flying.C.DAY ..HANDHELD CAMCORDER POV Andy holds Woody against the door frame.HANDHELD CAMCORDER POV Mom pencils a line above Andy·s head onto the door frame.HANDHELD CAMCORDER POV .DAY . MOM (O. ANDY·S ROOM . including for ´Slinkyµ and ´Slinky·s Buttµ. YOUNG ANDY (AS WOODY) Happhy Brffday!!! JUMP TO: INT. MOM (O.DAY . ANDY·S ROOM . JUMP TO: INT.. marks a line above Woody·s head. Andy holds Woody up to CAMERA. JUMP TO: EXT.

Buzz and Jessie in the warm. His eyes widen.. JUMP TO: EXT.holding Woody. eating from a huge bowl of popcorn. shoots his laser. pulls his toys close -. He stuffs popcorn in Rex·s mouth. turns back to the TV.HANDHELD CAMCORDER POV Andy holds Buzz towards camera.HANDHELD CAMCORDER POV Andy rockets Jessie and Bullseye around the front yard. while Mom struggles to keep him in the FRAME. JUMP TO: INT.DAY .HANDHELD CAMCORDER POV Andy lies in a pillow fort. falls on his bed. BUZZ ´Buzz Lightyear to the rescue!µ ANDY (AS WOODY) Good work Buzz! Andy makes Buzz and Woody high five. The popcorn tumbles out of Rex·s mouth. spins around. ANDY·S FRONT YARD . ANDY·S ROOM . and watching an off-screen TV. surrounded by toys.Andy gives Woody a piggyback ride.DAY . ANDY·S ROOM . JUMP TO: 7INT. The song FADES on ´Our friendship will never die. glowing embrace of a child·s innocent and boundless love. laughing.µ . ANDY·S ROOM .. JUMP TO: INT.DAY .HANDHELD CAMCORDER POV Andy.NIGHT .

They speak in HUSHED TONES. You! He laughs... Toys crammed together. She grins. MRS. BUZZ (CONT'D) .FADE TO BLACK WOODY (V. nervous. everyone! C·mon. get in position! INT. backstage jitters. Light seeps in.. POTATO HEAD It·s mine! Give it back! ALIENS You saved our lives! We are eternally grateful! Potato Head groans. mind if I squeeze in next to ya?! BUZZ Yes! No! I mean. POTATO HEAD Wait -. crowded. Buzz sits by the rim.places. he turns away.. ANDY·S ROOM . Nervous.O.! Why would I mind?! Squeezing next to. Finally..I can·t find my other eye! 8HAMM Someone·s foot is in my face.. Jessie climbs up.DAY Dark.) Okay -. MR. TOY CHEST. JESSIE Buzz.

The Army Men arrive at the chest. A cell phone slides out. Toys gather around.. leans close to . WOODY Careful. Woody peers down. Jessie pulls out a cordless phone. WOODY Sarge! You got it. WOODY (CONT'D) All right..SARGE and two ARMY MEN slip in the room.S.?! SARGE Mission accomplished! The Toys are thrilled.. Woody! Let·s do it! 9WOODY Buzz -. Everyone ready? JESSIE We·re ready.Is it hot in here? REX (O. Buzz flips open his wrist cover. guys. dragging something in a gym sock. A phone number is written inside.! Careful!!! Buzz turns the sock upside-down.. POV -.make the call. We got one shot at this. The Army Men hoist the sock up.) Here they come! The Toys clamber to the rim and gaze out.

FOOTSTEPS on the stairs. ANDY enters but we only SEE his jean-clad legs. Jessie and Woody peer over the rim. Rex clings. The Toys lie. He pulls it out. guys. Silence. Andy pulls. Andy·s hand rummages. Buzz.. He scans the room. Woody hugs the cordless as Andy·s fingers pass by and find the cell phone. but he has the same kind face. He lifts the lid REVEALING.? CLOSE ON -.. Jessie gets to the last digit. He closes his eyes.Woody. Andy finally yanks the phone loose. lifeless. Jessie dials the phone. amid sports equipment and clothing.. He looks down. The door opens. zeroes in on the toy chest.. Andy is a teenager. WOODY Just like we rehearsed it.Buzz. .. Woody tosses the cell phone to Rex. The phone is stuck in Rex·s arms. Woody·s eyes are fixed on the door. BUZZ Target is on approach. the cell phone RINGS. Rex yelps. ANDY Hello. hits it. holding the phone. nervous. His hair is long and his voice deep. puzzled. The phone RINGS again.. Suddenly. Buzz chuckles.

. The room has changed -rock posters. other teen detritus.eager to be played with. REX He held me! He actually held me! HAMM Oh. CREAK -. turns. heads out. .! He departs. guitar.. share a look.ANDY (ON PHONE) (CONT'D) Hello.S. ANDY Then who was messing with my stuff? MOLLY (O.Woody and Buzz push the chest open. closing the door -. POTATO HEAD Well. skateboard.) It wasn·t me.CLICK. looks down at Rex in his hand. ANDY (CONT'D) Molly. stay outta my room! 10MOLLY (O. shuts the lid. this is just sad.) I wasn·t in your room! Andy scoffs. Rex lies frozen.. that went well! They spill out onto the floor.S..?! Anyone there? Andy hangs up. MR. The other Toys climb out. smiling -. Andy drops Rex in the box.

MR.. 11WOODY Okay. Woody rolls with it. hey. WOODY Guys.. . Woody waves his arms... First off -. come on! Slink? Gather everyone up! SLINKY Uh. Buzz nods. We are gathered.we all knew Operation Playtime was a long shot... POTATO HEAD More like a misfire! WOODY But we·ve always said this job. isn·t about getting played with. Woody! The Toy Community is a lot smaller.. exchange a glance.. hold up! We need a staff meeting! Everyone? A staff meeting! GROANS of boredom. POTATO HEAD Who are we kiddin·? The kid·s seventeen years old! Woody and Buzz jump down. HAMM Not again.MR.! WOODY Oh.

. Potato Head begins to sniffle.. WOODY (CONT'D) Andy·s going to college any day now.It·s about.. MR. He shakes his head. JESSIE . Potato Head steps up. We·re closin· up shop.... POTATO HEAD ´Orderly?µ Don·t you get it?! We·re done! Finished! Over the hill! WOODY . Buzz steps forward. That was our last shot. Keep your accessories with you at all times -..spare parts. folks. guys. right? Woody looks at all of them. Anything you need for an orderly transition. Mrs. BUZZ We·re going into Attic Mode. batteries. Gasps. REX But we can try again.. Everyone is crushed by this news. We know.Being there for Andy. WOODY I·m callin· it.

Hey. every toy goes through this! No one wants to see their kid leave! BUZZ Hey! Sarge! What are you doing?! Everyone turns.Sarge and the Army Men climb up onto Andy·s desk.) Yeah. folks. in FOREGROUND.when the trash . Sarge and his last two Soldiers climb to the window sill.. frowns. but now its here! WOODY (O. now come on. guys! We all knew this day was coming! Buzz.. Me ¶n the boys are movin· on. The other Toys keep arguing. hey.) Look. sees something off-screen. 12HAMM (O. Andy·s grown up. WOODY Moving on. SOLDIER ONE And let·s face it -.C.?! BUZZ You·re going AWOL?! SARGE We done our duty. SARGE War·s over. POV -.C.

! He jumps and flies off too... Good luck. SOLDIER TWO You·re gonna need it... The Toys are stunned.! Wait! Wait!!! REX We·re getting thrown away?! 13WOODY No! No one·s getting thrown away! MR..bags come out.?! WOODY Who said anything about trash bags? SARGE It has been an honor serving with you. folks. BUZZ Trash bags. Sarge straps in tandem with Soldier One. Wait.. we Army guys are the first to go.! .. JESSIE We·re being abandoned. WOODY No... Their parachute opens and the wind carries them off.. They leap. no. POTATO HEAD How do you know?! Jessie begins to panic.

WOODY Whoa. we·ve lost friends along the way -.. POTATO HEAD Should we leave?! SLINKY I thought we were goin· to the attic! REX Oh.Wheezy and Etch and.. I hate all this uncertainty.? Woody nods... WOODY Even.. All good toys who·ve gone on to new owners. whoa! Hold on! Quiet!!! No one·s getting thrown out. waves his arms. But . Even Bo.BUZZ We·ll be fine. aren·t we?! (beat) I mean.. REX Bo Peep. Jessie! HAMM So why did Sarge leave?! MRS.. stoic.. yeah. okay?! We·re all still here.! Woody turns.

..And we·ll all be together... Thank you! SLINKY And the old TV..Andy·s gonna tuck us in the attic...if we·re lucky -. and books.! WOODY There you go -. And. You wait -... 14WOODY Exactly.. WOODY The race-car track. WOODY (CONT'D) And someday -.Andy may have kids of his own. There·s games up there. BUZZ . MURMUR in semi-agreement.. and. every spring cleaning. right? The Toys shrug. BUZZ The race-car track. REX . Woody softens. He must care about us or we wouldn·t be here..the old TV! And those guys from the Christmas decorations box! They·re fun..through every yard sale. Andy held on to us.. It·ll be safe and warm.

And he·ll play with us then, right? Woody looks at Rex, unable to say ´yesµ. WOODY We·ll always be there for him. BUZZ Come on, guys! Let·s get our parts together, get ready, and go out on a high note. The Toys disperse. MRS. POTATO HEAD I·d better find my other eye... MR. POTATO HEAD Where·d ya leave it this time? She puts a hand over her empty eye socket. MRS. POTATO HEAD Someplace dark. And dusty! Hamm turns to Rex. HAMM C·mon. Let·s see how much we·re goin· for on eBay... 15Woody watches as the Toys trudge off. WOODY Don·t worry. Andy·s gonna take care of us. I guarantee it. ON THE DRESSER

Woody climbs up, surveys the room -- posters, guitar, textbooks. He turns to a cork board where Andy·s high school graduation photo is pinned. He lifts it to find... A SNAPSHOT shows an eight-year-old Andy wearing a cowboy hat and posing with Woody and Buzz and all of Andy·s toys. Woody gazes at the halcyon past he can never return to. Buzz steps up behind him. BUZZ You guarantee it, huh...? WOODY I dunno, Buzz. What else could I say? BUZZ Whatever happens, at least we·ll be together. CLOSE ON -- The SNAPSHOT of young Andy. WOODY (O.C.) For Infinity and Beyond... FOOTSTEPS on the stairs. Woody and Buzz turn. MOLLY (O.S.) Can I have your stereo? ANDY (O.S.) No! MOLLY (O.S.) Why not? ANDY (O.S.)

¶Cause I·m taking it with me! The Toys scramble back into the toy chest. Andy enters with Molly close behind. MOLLY Can I have your computer? 16ANDY No! MOLLY Your video games? ANDY Forget it, Molly! Molly sighs, walks off. Andy starts typing on his laptop. Andy·s Mom enters carrying cardboard boxes and trash bags. MOM Okay, Andy, let·s get to work here. Anything you·re not taking to college either goes in the attic, or it·s trash. She picks up a box and writes ´Collegeµ in magic marker. Andy stares at his computer. ANDY Mom, I·m not leaving ¶til Friday! MOM C·mon -- it·s garbage day. ANDY

! MOLLY Three more days and it·s mine.Mom. hands it to Andy. MOLLY .. She tosses an apple core in a trash bag. Molly opens the Toy Chest. You can do the rest.. MOM Look. out of my room... it·s simple: Skateboard? College. you·re not off the hook either! 17THE TOY CHEST The Toys watch as Mom picks up a box. MOM (CONT'D) You have more toys than you know what to do with. MOM Molly.! She picks up his skateboard... Apple core? Trash.. Some of ¶em could make other kids really happy. puts it in the ´Collegeµ box. enters Molly·s room. MOLLY Why do you still have these Toys? ANDY Molly..! She strides out the door. Little league trophy? Probably attic.

puts them in the box. MOM No ´butsµ. Molly sighs -. Rex whispers. REX What·s ´day careµ? WOODY Shhh. Mom leaves.. indifferent.. Mom. then buries her face in a ´Teenµ magazine. MOLLY But. the Toys react.What kids.. You choose the toys you wanna donate.Barbie smiles. She picks up her old Barbie.. JESSIE . a Magic 8-Ball. Molly pouts.!!! Mom writes SUNNYSIDE on the box. tosses Barbie into the box. She picks up a xylophone. desperately eager to please. MOLLY POV -.? MOM The children at the day care.surveys the room.Moms! -.. Molly. THE TOY CHEST Across the hall. They·re always asking for donations. I·ll drop ¶em off at Sunnyside..

. 18INT. ANDY·S ROOM . MOM .! HAMM I get the Corvette.. come on -.Poor one·s gonna want those old toys... what are you gonna do with these toys? Should we donate ¶em to Sunnyside? ANDY No.! MOM Maybe sell them online.. MOM Andy.DAY Mom walks back and finds Andy still on his laptop. ANDY Like what? She pulls open the toy need to start making decisions. They·re junk! THE TOYS Silently hear this bombshell.. MOM Like. Mom lowers the lid.? ANDY Mom -.

he grabs a trash bag. Potato Head. Mom. Then Andy picks up Buzz and Woody. The Toys gasp. Andy gazes at them. She shakes her head. Inside are the Toys -. Jessie -. with rest of the Toys. You have ¶til Friday -anything that·s not packed for college. empties the change out. Behind him. surveys his room. shocked. POV -. Andy cinches the bag closed and carries it from the room. They lie frozen. Abruptly. grinning and heroic. looks at them.Rex. Andy drops Buzz into the garbage bag. TOYS POV -.Fine.his old friends. ANDY ´Whatever you say. He turns. is getting thrown out. 19He pulls Hamm·s cork. closes his laptop.Buzz.tosses them in. forever eager to play. tosses Woody in the College box. snaps it open. making a decision. in the trash bag. smiling and loyal. He picks up the Toys -.µ He stares at his laptop. or in the attic. IN THE BAG . exits. Woody pops up from the College box. and dumps him. Woody. smiling. Andy sighs.Andy turns. He rolls his chair to the toy chest and opens the lid. IN THE BAG Buzz is stunned and hurt.

?!!! MR. leaves the bag at the foot of the ladder.It·s dim and crowded. grabs the 8-Ball. Andy steps down. One rung. A Magic 8-Ball falls out. relieved. runs across the room. POTATO HEAD We·re getting thrown out. you gonna miss me when I·m gone? 20MOLLY If I say ¶no·.. ANDY Here. struggling with her box. He helps Molly carry her box downstairs... Molly enters the hall landing. hides behind the door frame. reaches up. Andy walks onto the hall landing.. So. REX What·s happening. Two. Andy begins climbing to the attic. It hits the door frame.. you idiot! That·s what·s happening!!! Woody jumps from the box. and pulls open a trapdoor ladder that leads to the attic. do I still get your . ANDY You need a hand? MOLLY I got it.... Woody watches.

pushing the toy-filled trash bag out of the way.!!! ON THE LANDING The ladder pushes free and rises to the ceiling. ON THE LANDING The attic ladder -. .plotting his next move.spring loaded -. IN THE BAG The Toys are piled all over each other. Jessie is hyperventilating.retracts. TOYS Whooaaaaa. retracting completely. yes.. They disappear... I·ll miss you. The Toys tumble over each other. A faint ANDY Nope. MOLLY Then. JESSIE I can·t breathe! REX This can·t be happening!!! BUZZ Quiet. Woody tiptoes into the hall toward the bag. Buzz looks around -..!!!! What·s that sound? They all listen. IN THE BAG The bag is tipped over.

boy! C·mere! Off-screen PAWS and the JINGLE of a dog collar.old. boy! To the curb! Hyah!!! Buster yawns and flops over.. Woody vaults onto his back. Buster. picks up the toy-filled bag and exits. 21ANDY·S ROOM Woody -.irritated. . WOODY (CONT'D) Okay. saggy. Woody retreats. Mom trips over the toy-filled bag. Woody.! Think! Think! (an idea) Oooh! (whistles) Buster! C·mere.. carrying it the door -. pinning Woody under him. MOM Andy.Suddenly. Mom sighs. mind electrified. WOODY (CONT'D) No. no.! Woody grabs Buster by the jowls. Buster enters -..?! No answer. Mom enters carrying a trash bag. WOODY That·s not trash! That·s not trash!! He steps back. looks down -. WOODY (CONT'D) Think... panting. pulls him backwards..

pulling the sides of the bag. gasping. REX It won·t rip! HAMM Ah.Mom drops the trash bags at the curb. Woody rushes to the window.Rumbling up the street is a garbage truck. Woody gasps. Woody sits up.DAY Woody grabs a pair of scissors. BUZZ Pull. IN THE BAG Mounting panic. gazes out. He lunges for the drainpipe. slides down. POTATO HEAD Oh. a door SLAMS. CRASH! IN THE BAG The Toys follow Buzz·s lead. Woody turns.Finally. ANDY·S HOUSE . I knew it would come to this! Buzz grabs the side of the bag. WHIP PAN -. tries to tear it open. JESSIE We·re on the curb! MR. everyone! Pull!!! 22EXT. POV -. Buster rolls over. forget it! It·s triple-ply highdensity polyethylene! . hits a gutter and tumbles into the bushes below. shoves them in his holster. Off-screen.

23IN THE YARD Woody uses the scissors to snip his way out of the bush. . POINT!!! Buzz looks at Rex·s pointy tail. shoving Rex backwards. OUTSIDE THE BAG The truck RUMBLES closer. Rex·s tail is nearly through. BUZZ (CONT'D) Push! Push!!! REX I can hear the garbage truck! OUTSIDE THE BAG The bag stretches.. Point.. POTATO HEAD Andy doesn·t want us! What·s the point? BUZZ (thinking) Point. two driveways away. IN THE BAG REX (CONT'D) It·s getting closer-fffmmm! Rex is muffled by a mouthful of plastic. IN THE BAG The Toys follow Buzz...BUZZ There·s gotta be a way out! MR.

He tries another. The Garbage Man hops off the runner. The truck pulls up at the next house. yanks a lever. THE STREET As the truck rumbles off. The truck·s compactor lowers. CRUNCHING the bags remorselessly. runs after it. Woody hides behind a fire hydrant.. drumming the mail box. No luck... Woody turns. playing air guitar. Woody watches in horror. INT. Woody ducks behind the post. an upside-down recycling bin scurries on little feet into the garage. dives behind the mail box post. He climbs on a running board. Garbage spills out: wrong bag. He empties a garbage can into the truck. The Garbage Man grabs the last bags. From behind the hydrant. Woody sighs. Woody races out. Woody ducks from behind the post.. WOODY Buzz.!!! A TINKLE.DAY . The compactor retracts. SLAPS the side. In Andy·s driveway. GARAGE . tosses them in the truck.The garbage truck approaches Andy·s driveway. The truck shifts into gear and lurches off down the street. plunges his scissors into a garbage bag.!!! Jessie. As the Garbage Man turns. scoops up the trash bags. Woody ducks from behind the mail box. relieved. The GARBAGE MAN is in head phones.

BUZZ (to himself) This doesn·t make any sense.. POTATO HEAD How could he.! HAMM Like we were garbage. . JESSIE I should·a seen this coming! It·s Emily all over again! She turns and scans the garage -.galvanized... POTATO HEAD Yeah! And Woody was wrong! BUZZ Wait a minute! Hold on! This is no time to be hysterical.The Toys cast off the bin.. POTATO HEAD ´Junkµ! He called us ´junkµ! 24MRS...! MR. Potato Head·s shoulder. determined.! Jessie is furious.. SLINKY Andy threw us out..?! She SOBS on Mr.! MR. They are traumatized.. HAMM Sarge was right..

He peeks out from behind a flowerpot... Jessie is smiling.The Toys clamber into the Donation Box.DAY Woody darts from a tree to a landscape boulder.I know what to do! They follow her gaze. marked SUNNYSIDE.) Yeeeeeeeeeeeeeee--hawwwwwwwwww. ANDY·S YARD .?!!! SLINKY No! MR. WOODY What the heck...S.HAMM It·s the perfect time to be hysterical! REX (hysterical) Should we be hysterical.?! WOODY·S POV -. . POTATO HEAD Yes! BUZZ Maybe! But not right now! JESSIE (O.. 25EXT. In the hatchback of Mom·s car is Molly·s box of toys. JESSIE (CONT'D) Fellas -.. sneaking towards the garage.!!! Everyone turns.

Jessie helps the Aliens up into the box.? BUZZ Woody.INT. JESSIE We should·a done this years ago! BUZZ Jessie. CAR / GARAGE .DAY Buzz stands outside the Donation Box as the other Toys clamber in. Buzz! Andy·s takin· him to college! Now we need to go! Buzz looks at her and the others. WOODY Buzz. incredulous. Come on! He helps pass the Aliens up... wait.! What about Woody?! JESSIE He·s fine. BUZZ You·re right.! WOODY What·s going on? Don·t you know this box is being donated! BUZZ It·s under control! We have a plan! REX We·re going to Day Care! ..... Woody approaches.

! No. ya gotta believe me! MR..have you all lost your marbles?! MRS. POTATO HEAD Sure thing. POTATO HEAD Didn·t you see? Andy threw us away! 26WOODY No. guys. no! He was putting you in the attic! MR.. no. POTATO HEAD And called us ´junkµ! WOODY I know it looks bad but. ´College Boyµ! JESSIE . POTATO HEAD Attic? So how·d we end up on the curb?! WOODY That was a mistake! Andy·s Mom thought you were trash! HAMM Yeah! After he put us in a trash bag! MRS.WOODY Day Care?! What -.

Buzz and Woody turn. Woody and Buzz crouch down. DONATION BOX / CAR . Woody! It·s time we did the same.DAY The Toys have gathered around Barbie. great! Great!!! It·s gonna take us forever to get back here! The car lurches into gear and drives off. who is sniffling. 27INT. putting on a brave front.. Jessie and the others duck in the box.gimme a hand. Barbie.Andy·s movin· on. out of the box! Everyone.. We gotta get this thing outta here! He walks around and tries to push the box out of the car. BUZZ Woody -. Mrs.wait! We need to figure out what·s best for every--. Through the window. pull the flaps shut. You·ll be okay! Barbie nods. Potato Head pats her shoulder. WOODY Oh. gets in. MRS. Andy·s Mom walks to the driver·s seat. SLAM!!! The hatchback shuts. . POTATO HEAD It·s all right. WOODY Okay. right now! Come on! Buzz -.

BUZZ . In the attic!!! Jessie goes toe-to-toe with Woody. MR. On the curb! Buzz intervenes... POTATO HEAD Get it through your vinyl noggin. I can·t believe she would throw me away! She breaks down again. incensed... JESSIE He left us.Andy doesn·t want us anymore! WOODY He was putting you. the box flaps open and Woody and Buzz vault in..BARBIE Well... Toots! Suddenly.. listen up. POTATO HEAD Welcome to the club. Potato Head rolls his eyes.. it·s just. Woody -.. We can get back to Andy·s but we gotta move fast. WOODY Okay.. Molly and I have been growing apart for years.. We·ll hide under the seats ¶til we get home. The Toys react. MR. everyone.

DAY The car pulls into a modest day care center -. The car hits a bump and Woody tumbles. Inside the box. / EXT. you·ll be begging to go home.Alright. INT. PARKING LOT . DAY CARE. you·ll see! As soon as we get to Day Care. Abruptly.. the Toys peer out the hand slots.DAY Andy·s Mom pulls out the box. fine! Just wait·ll you see what Day Care·s like! REX Why. aren·t ya? WOODY Oh. calm down! Both of you! WOODY Okay. REX Can anyone see anything? . lonely place for washed-up old toys who have no owners. Barbie bursts into tears.?! What·s it like?! 28WOODY Day Care is a sad. carries it across the lot. HAMM Quite the charmer. kid-friendly murals.Sunnyside -a cinder block building with bright. DONATION BOX / PARKING LOT .. EXT.

. LOBBY . Andy·s Mom enters. The Toys look at each other.DAY Andy·s Mom is BUZZED through glass doors. MOM .JESSIE There·s a playground. there! RECEPTIONIST Wow! Haven·t seen you in ages. Bullseye! HAMM So much for ´sad and lonelyµ. POTATO HEAD Perspective?! This place is perfect! REX (CONT'D) Woody.. the door has a rainbow on it! 29INT. guys. Let·s keep this in perspective.. A RECEPTIONIST behind a counter types at a computer while a small girl on the counter plays with a toy chimp.. JESSIE We hit the jackpot. it·s nice! See.! Through fencing we SEE glimpses of kids running and playing with SHOUTS and LAUGHTER.. eh? WOODY Okay. MR. MOM Hey.. calm down.

Andy·s going to college on Friday. Bonnie tries to look in... RECEPTIONIST Say hi. MOM (CONT'D) Is this Bonnie?! Look how big you are! The girl. RECEPTIONIST How are your kids? Molly and Andy? MOM Not kids anymore. MR. Can you believe? The Receptionist opens the box. looks up. DONATION BOX / HALLWAY . BONNIE. shy. RECEPTIONIST You sure they won·t miss these? MOM Nah.DAY The Toys peek out as they are carried down a hallway.Just wanted to drop these old toys off. INT. they never get played with. sweetie! BONNIE Hi. then turns to her Mother. Mom departs and the Receptionist folds up the box flaps.? REX . POTATO HEAD You see any kids. She puts the box on the counter.

The room is still. shuts the door behind her.An idyllic day care classroom. a Ken doll. the Toys step up and jostle for a view. IN THE BOX Silence. The Toys speak sotto. POTATO HEAD Wow! REX What?! What is it?!!! TOYS· POV -. agog.. BUTTERFLY ROOM TEACHER Okay. In the box. a baby doll. everyone. REX (CONT'D) Aaah! I can·t see! A bell RINGS.CONTINUOUS The Box is placed on a counter.and five-year-olds. playing with toys -. DONATION BOX / BUTTERFLY CLASSROOM . HAMM So. recess! C·mon! The kids CHEER and flood out on the playground.Where·s she taking us? 30INT.. now what do we do? . A TEACHER opens the playground door. a pink Teddy bear.! MR. Rex jockeys for a peek. The Receptionist departs. The Teacher turns off lights.dinosaurs. JESSIE Look. The Toys stare. filled with the happy bustle of four.

A Jack In The Box pops up. The Toys react..WOODY We go back to Andy·s! Anyone see an exit? MR. They look up.SPLAT!!! The Toys spill out. JACK IN THE BOX New Toys! They all CHEER and burst into smiles.. Around the room. all the Day Care Toys stare back. .!!! SLINKY Whoa! HAMM Hey! The whole box tilts and falls off the counter -. POTATO HEAD Exit schmexit! Let·s get played with! BUZZ Careful! These toys might be jealous of new arrivals! REX I wanna see! It·s my turn! Rex presses in. 31BUZZ Oooff.

circled by adoring little dinosaurs. He flexes his own arm. It sags.Jessie shakes hands with a ROCK MONSTER toy.. HAMM Oh boy. rapturous. 32A Tonka Truck races forward. Potato Head looks on. LOTSO. Slinky and Barbie shake hands with an OCTOPUS toy. JESSIE Well. Hamm. Potato Head get up. may I? Ohhh! He flexes obligingly.HONK! HONK! Everyone turns. ´dumpingµ him out. GIGGLES. She feels his arm. at your service. Lotso taps a Tinker Toy cane and the truck bed rises. Mr. in its bed. ALIENS The Claw. oh boy! Rex laughs. Like Bob Hope stepping off the links in . A Crane toy circles the Aliens. then backs up in a quick 180 arc. An Insect Man ACTION FIGURE helps Mrs. howdy! Glad to meetcha! Buzz extends his hand to a ROBOT toy. POTATO HEAD Oooh. They gaze up. MRS.. BUZZ Buzz Lightyear. revealing a large pink Teddy bear. oh boy. thank you! (reaches for his bicep) Oh.!!! SFX -.

and just plain thrown out. it·s been horrible! LOTSO Well. you·re safe now. hello there! I thought I heard new voices! Welcome to Sunnyside. looks at the other Toys.we been dumped. look at y·all! You been through a lot today. cheerful charisma. But just . BUZZ Buzz Lightyear. call me Lotso! Buzz steps up. LOTSO (CONT'D) Oh.. Lotso grabs Buzz. offers a hand.. LOTSO Well. please. second-handed. POTATO HEAD Oh. We come in pea.. donated. We·re all cast-offs here -. yard-saled. LOTSO (chuckling) First thing you gotta know about me.Palm Springs. lifts him in a smothering hug. Lotso exudes an easy. I·m a hugger!! He releases Buzz. folks! I·m Lots-o·-Huggin· Bear! But.. haven·t you? MRS.

The Toys are overjoyed. new ones come in. wait -.. Five days a week. now. When they get old.!!! MRS.when the kids get old. REX Mr.? Do toys here get played with every day? LOTSO All day long.. LOTSO Well. I·ll tell ya -. POTATO HEAD . No owners means no heartbreak. JESSIE But what happens when the kids grow up? 33Lotso steps to a wall of day-care class·ll find being donated was the best thing that ever happened to ya! Woody scoffs. JESSIE Yeee-hawww. but Rex steps up excitedly. new ones replace them. Even Woody is taken by this vision. You·ll never be outgrown or neglected. Never abandoned or forgotten.

WOODY Whoa..It·s a miracle! MR. hi. whoa. ON KEN -. KEN Far out! Hey.. huh? Well. Lotso cuts him off. double-pleated shorts. and an . Sheriff! He can·t hurt you no more. whoa.Slip-on shoes... LOTSO So you got donated by this ´Andyµ. Ken?! Where is that boy? Ken. whoa. POTATO HEAD (to Woody) And you wanted us to stay at Andy·s! WOODY Because we·re Andy·s toys! Lotso puts an arm around Woody. everybody! (to Lotso) Down in a jiff. it·s his loss. LOTSO Now let·s get you all settled in. Lotso! He rides down in an elevator and opens the door.?! New toys! A Ken doll appears in an upper window of a doll house.

sees Barbie.! I would·ve remembered! (Barbie GIGGLES) Love your leg warmers. KEN (CONT'D) Hi! I·m Ken. Lotso breaks the spell. She looks up. Sparks fly. (breathless) Have we ever me--. Destiny calls. if you wanna step right this-He turns... LOTSO . MUSIC swells. sees him. Who·s ready for Ken·s Dream Tour? LOTSO Let·s show our new friends where they·ll be stayin·! KEN Folks..? KEN Huh-uh. 34KEN (CONT'D) So.unbuttoned animal-print shirt that reveals his ripped abs.. They approach. He addresses the Toys with an air of boundless self-regard. BARBIE Barbie. BARBIE Nice ascot.

Ken! Recess don·t last forever! KEN Right on. Buzz. CLOSET DOOR Lotso flings open a utility closet. LOTSO You got a lot to look forward to. Lotso leads them past shelves of toy supplies. Barbie giggles. Rex. Lotso! This way everyone! He extends a gentlemanly arm. folks -. Ken addresses the Toys like a tour leader. KEN Folks. exasperated.C·mon.the Little Ones love new toys! He leads them off. we·ve got. and Woody trail behind. just about anything a Toy could ask for. takes it. and enough fresh batteries to choke a HungryHungry Hippo. BUZZ What a nice bear! REX And he smells like strawberries! Woody sighs. 35As they walk. super glue. if I can share. well. revealing a spa-like . here at Sunnyside. LOTSO Spare parts.

LOTSO (CONT'D) Think you·re gettin· old? Well. walks off. impressed. stop your worryin·! KEN Our repair spa will keep you stuffed. Barbie sighs. And a whole room just for trying on clothes. Lotso reaches a bathroom door at the end of the room. this is where I live -. about to faint.Ken·s Dream House. and lightly buffed! An Elephant plushie is getting his belly re-stuffed.. He looks down. it·s got a dune buggy. Stuffing flies everywhere. BARBIE You have everything!!! KEN Everything except someone to share it with. KEN (CONT'D) And this. puffed.workshop in which smaller Toys fix up bigger Toys -stitching rips. It has a disco. Ken gestures to his Dream House. LOTSO .. The Toys gasp. etc. well. He SNEEZES. IN THE CLASSROOM As the tour continues.

losing his parts. CATERPILLAR ROOM .. you just come talk to me..! We control our own destiny! Mr. peers out at the Toys. Here we are. It·s opened by a large baby doll. They stare up in wonder..DAY Lotso leads the Toys into a new classroom.! 36Lotso raps the door with his cane. BIG BABY.. INT. with a lazy.You need anything at all. drooping eye.DAY Lotso leads the Toys through a bathroom. watch out for puddles. Potato Head slips and falls. thank you. Big Baby. BATHROOM . LOTSO But we don·t need owners here at Sunnyside! We own ourselves! We·re masters of our own fate.. LOTSO (CONT'D) Poor Baby! We were thrown out together.. Big Baby COOS. LOTSO (CONT'D) Uh. LOTSO (CONT'D) Well. Abandoned by the same owner! INT. The Day Care . Why don·t you come meet our new friends? He throws an arm around Big Baby in Toy-solidarity. me n· him.

blowing its WHISTLE. POTATO HEAD Jackpot. puppy! REX Wow! A TOY TRAIN weaves through the room. guacamole! 37MR. baby! SLINKY Whoa. POTATO HEAD (fighting tears) It·s so beautiful! .Toys here are scuffier and more toddler-appropriate. banners of the alphabet. MRS. The Potato Heads look around in wonder. There·s kid stuff everywhere: tiny tables and chairs. JESSIE Look at this place! BUZZ [Whistles] HAMM Holy moly.the Caterpillar Room! The Toys gaze up in awe. LOTSO And here·s where you folks·ll be staying -. etc. wood blocks. wire cubby bins. The whole beautiful. finger paintings. child-centric universe of day care.

The Toys wave. REX Thank you! .? He looks down.. In a few minutes that bell·s gonna ring and you·ll get the playtime you·ve been dreaming of. friendly. Woody (CONT'D) Oh. just you wait. Woody kneels down. LOTSO How long·s it been since y·all got played with? SLINKY It·s been years! LOTSO Well. hey.Woody is awestruck... REX Play! Real play!!! I can·t wait!!! LOTSO Now. WOODY What the. Something nudges him. if you·ll excuse us.. Welcome to Sunnyside. we best be headin· back. A RINGING. An old Fisher Price Chatter Telephone is bumping into him. little fella. folks! Lotso climbs back into the Tonka Truck.

. But when I look at you I feel like we were. takes her hands. She giggles. LOTSO Ken. It·s like they could both spontaneously combust. Lotso waits.HAMM Thank you there. end-of-the-first-date don·t know me from GI Joe. I·ll see you tonight. They stare..! Barbie turns to Ken -. BARBIE Will I see you again? KEN Oh.. KEN Barbie. Buddy Boy! 38MR. Pinky! BUZZ Goodbye.. .. come with me! Live in my Dream House! I know it·s crazy! I know we·ve just met! Aw. POTATO HEAD Take care.! Let·s get a move on! Ken turns to Barbie. At the bathroom door. POTATO HEAD Goodbye. In my dreams. heck -. Lotso! Thank you! MRS..

closing the door -.! REX Oh.!!! Lotso calls again. Lotso! 39Ken leads Barbie to the Truck and they hop in...behind them. Big Baby is the last to exit.KEN & BARBIE !Made for each other. Lotso taps his cane and the Truck roars off.. Jessie grins and winks. Through windows. Ken pumps his fist. children are heard LAUGHING and PLAYING. thunderstruck.. KEN Yessssssss. LOTSO Ken.. Potato Head waves -. Barbie turns. gazes to the Toys. giddy.CLICK -. They gasp. I wanna get played with! Why can·t time go faster?!!! JESSIE . The Toys turn and wander toward the playground door...Go! BARBIE Yay! She gives a leg kick.! KEN Coming.. Mrs. HAMM Sounds like kids to me.

Woody! Stay with us! HAMM Come on. POTATO HEAD You·ll get played with.! The Toys glance at each other.. JESSIE We can have a whole new life here... everyone. it·s nice here. they sound so sweet! Woody looks at them. POTATO HEAD Oh. Woodster! MR.. Jessie steps forward. WOODY Look. Woody. I admit. But we need to go home. POTATO HEAD Stay here! JESSIE You can make a new kid happy! WOODY . A chance to make kids happy again.! MRS. SLINKY Why don·t you stay? REX Yeah.How many ya reckon are out there?! MRS. knowing he·s fighting a losing battle.

Buzz stays put.torn -. Buzz! He heads off. BUZZ Our mission with Andy·s complete.? Buzz -.I can·t! No.. Jessie! Whose . Woody struggles to stay calm.?! BUZZ And what·s important now is we stay together. You have a kid -Andy! And if he wants us at college. sober and gentle. WOODY What. really. no! The Toys are taken aback. Woody. Woody turns back. 40WOODY (CONT'D) I have a kid. WOODY (CONT'D) Buzz.. well. Buzz! You too. or in the attic. no! Guys...steps up to Woody. WOODY We wouldn·t even be together if it weren·t for Andy! Look under your boot. then our job is to be there for him! Now I·m going home! Anyone wants to join me is welcome! C·mon.

name is written there? The Toys stare at the ground. . 41Jessie glares back.incensed. offers a handshake. Buzz is stung. REX Maybe Andy doesn·t care about us any more? WOODY Of course he does! He cares about all of you! He was putting you in the attic -. Rex pipes up. fine! Perfect! I can·t believe how selfish you all are. Woody walks to the hall door.wake up! It·s over! Andy is all grown up! Woody stares. WOODY (CONT'D) So this is it? After all we·ve been through? Buzz steps forward. He fixes his hat. JESSIE Woody -. trying to contain his anger. No one moves. Bullseye follows. Woody looks at Buzz. turns away. WOODY Okay.I saw! You can·t just turn your back on him now! Jessie steps forward -.

KEYS in a LOCK.I don·t want you left alone in the attic.S. doesn·t know what else to say. no! I said stay! (softens) Look -. WOODY (CONT'D) Bullseye. HALLWAY TEACHERS CHAT at the end of the hallway. tip-toes into the hall. okay? Now. turns.. INT.? Bonnie! Woody looks at them.WOODY (CONT·D) Bullseye. The Toys scatter. Bullseye again tries to follow. Bullseye retreats.) Bonnie. Jessie puts a consoling hand on him. watching. You need to stay! He moves on.Buzz and Jessie.. Woody hides behind the door just as Bonnie·s Mom enters. BONNIE·S MOM Bonnie? You in here? Woody sneaks out the door. Woody falls . no. The Toys turn. stay. Woody peeks out from behind a garbage can. BONNIE·S MOM (O. CLOSE ON -. WOODY I gotta go. into the hall. A janitor cart approaches.

limp. The cart passes over Woody, leaving the hall empty. A whistling JANITOR pushes the cart down the hallway. TILT DOWN to FIND Woody holding the underside of the cart. 42WOODY POV -- He rolls through the lobby, toward the exit... WOODY C·mon, c·mon... .and veers into a bathroom... WOODY (CONT'D) No, no...! INT. BATHROOM - CONTINUOUS The Janitor cleans the sinks. Woody sneaks into a nearby stall. Looks up, sees an open window. He tears a square of toilet paper, places it on the seat, climbs up the tank lid, leaps to the toilet paper roll, jumps to the top of the stall, backs toward the window. At the sink, the Janitor looks in the mirror, starts. JANITOR What the heck? Woody freezes. The Janitor stares at the mirror, Woody in its reflection. RACK FOCUS -- The Janitor reaches up, wipes a stain off. JANITOR (CONT·D) That·s better. RACK BACK -- The window in the mirror. Woody·s gone. EXT. PLAYGROUND - DAY

Woody finds himself above the playground. Below, Bonnie plays hopscotch by herself. Her Mom walks over. BONNIE·S MOM Bonnie...? There you are. C·mon, honey. Time to go home. She leads Bonnie off. Woody climbs up a drainage pipe to the roof. He runs across the roof, stops at the edge. POV, PANNING -- A high wall surrounds the day care campus. Woody frowns. A gust lifts his hat off, blows it away. WOODY Oh, no! No, no, no...! 43His hat lands under a kite tangled on the roof top. Woody stares at the kite -- an idea. CUT TO: Woody runs across the roof, kite over his head. He leaps and soars across the playground and over the wall. He glides down, makes a perfect landing, and laughs, pleased. Abruptly, another gust hits, yanking him high in the air. Woody looks at the ground far below. The wind takes the kite higher still, dipping and swirling frenetically. Woody panics, wrapping himself around the kite·s cross-bar. The bar snaps. The kite plummets. Woody tries desperately to flap the kite wings, but it doesn·t slow his fall. He crashes into a tree, hitting branches on the way down. He falls from the tree and stops -- eyes shut -- inches

above the pavement. Opens one eye. Slowly, his pull-string lifts him upward. WOODY (CONT'D) (voice box) Reach for the sky! Woody dangles from a branch, trying to free himself. Bonnie approaches, playing hopscotch. Woody sees her, goes limp. She bumps into Woody, looks up. Looks around. She tugs Woody off the branch. His pull-string retracts. WOODY (CONT'D) (voice box) You·re my favorite deputy! She smiles. HONK HONK! BONNIE·S MOM (O.S.) Bonnie! BONNIE Coming! She shoves Woody in her backpack, zips it up, runs off. IN THE BACKPACK Woody is trapped. WOODY Oh, great! 44As Bonnie and her Mom drive off, CRANE DOWN to REVEAL... Woody·s hat, lying on the ground. INT. CATERPILLAR ROOM - DAY

it·s gonna be okay..Bullseye whimpers. Buzz notices the Day Care Toys edging away from the door -- . Jessie consoles him. Bullseye. It·s what he·s always wanted. JESSIE Oh.. everyone! The Toys scramble into play position.! I can hardly wait! BUZZ Places. POTATO HEAD He·s crazy! College is no place for a toy! MRS.. POTATO HEAD Toys are for play time! HAMM Speaking of play time. BUZZ Woody·s going to college with Andy. MR. at the window. BUZZ How many? HAMM There must be dozens! REX Ohhh.. is spying on the playground. stares at the door.! They·re lining up out there! Hamm.

excited hands. swatting Rex across the room. Toys are snatched up by eager. hyped-up TODDLERS enter. A Girl ´ridesµ Rex. Then coated in green glitter. Rex spreads his arms and runs to the playground door. snapping his tail off. Kids SHRIEK. Potato Head·s eye. diving for cover. The toddlers descend on the Toys with SHRIEKS of delight. A Girl dips Jessie·s hair in paint and uses her as a brush. A Girl picks up Buzz. hiding... Bullseye slides off. shoves it up his nose. A Boy smashes the Toy Train into a wall. REX At last! I·m gonna get played with! BUZZ Uh. Buzz closes his helmet. Rex. A Boy runs across the room. bringing him straight to her mouth. Footsteps THUNDER. The Toys go limp. The bell RINGS. with Bullseye on top of a Corn Popper toy. A Girl uses Buzz to hammer a square peg into a round hole. gets caught in its wheels.. Hamm is bathed in glue. trembling. A Boy picks up Mr. A horde of squealing. . The Aliens are squashed as a Boy sits on them.ducking.? 45REX Come to Papa! BOOM! The door bursts open. A Boy and Girl stretch Slinky until his coil goes haywire..

Bonnie holds Woody. a class of Four. Bam. Pricklepants! We have a guest! She plunks Woody at a small table circled by other toys -a HEDGEHOG. pulls him back into the fray..Across the playgound.!! Move over. in the Butterfly Room. His string is pulled again.BUZZ POV -. boys. smiles. tosses Buzz away. BUZZ POV -. He lands on the window sill. tugs the Girl·s hair. CUT TO: WOODY (voicebox) There·s a snake in my boot! 46INT. but first I·m gonna sing a little song. . Bam! A Boy runs by. She screams. BONNIE A sheriff. Buzz frowns -. a HAND grabs him. Bam.Buzz smashes the peg.and Five-Year-Olds play lovingly with Lotso and the other toys. WOODY (voicebox) I·d like to join your posse. Mr. BONNIE'S BEDROOM . a UNICORN.DAY CLOSE ON -.Woody.Why is it Heaven in there and Hell in here? Abruptly. and a TRICERATOPS.

. looks around. comes alive briefly. I·m trying to stay in character! . WOODY Psst! Hey! Hello! Hi -. PRICKLEPANTS Well.Excuse me! The Hedgehog. excuse me... Hafta.. BONNIE (CONT'D) It·s good for you! But don·t drink too much or you·ll hafta. BONNIE (CONT'D) Be right back. MR. She dances from foot to foot. The other Toys stay frozen. PRICKLEPANTS Shhh! WOODY Can you tell me where I am? MR.! She runs out the door.BONNIE (CONT'D) You want some coffee? She sets out cups... PRICKLEPANTS. PRICKLEPANTS Shhhhhh!!! UNICORN The guy·s just askin· a question! 47MR. Woody comes alive. pretends to pour. MR.

He freezes again. The Unicorn, friendly, turns to Woody. UNICORN My name·s Buttercup. MR. PRICKLEPANTS Shhhh!!!! TRICERATOPS I·m Trixie! MR. PRICKLEPANTS Shhhhh!!!! TRIXIE Shhhhhh!!!!! BOTH Shhhhhhhhhh!!!!!! WOODY Guys, hey! I don·t know where I am! TRIXIE We·re either in a cafe in Paris, or a coffee shop in New Jersey. I·m pretty sure I just came back from the doctor with life-changing news! Woody is baffled. BUTTERCUP We do a lot of improv here. Just stay loose, have fun, you·ll be fine. WOODY

No, no, no, I... A FLUSH. Woody gets back in his pose. Bonnie runs in. BONNIE Who wants lunch? Beep! Boop! Beep! She pushes buttons on a toy microwave oven, opens the door, removes a plastic hamburger, plunks it in front of Woody. BONNIE (CONT'D) It has a secret ingredient... She lifts the top bun... 48BONNIE (CONT'D) !Jellybeans... Bonnie eats a jellybean, pulls Woody·s string. WOODY (voicebox) Somebody·s poisoned the water hole! BONNIE Poison?! She spits the jellybean -- it sticks to Pricklepants·s head. BONNIE (CONT'D) Who would do such a mean thing?! She GASPS and becomes a different character. BONNIE (CONT'D) (as Witch) Hee-hee-hee-hee-hee!! She turns. SMASH ZOOM to a DOLL on the shelf behind her.

BONNIE (CONT'D) The scary witch!! Bonnie picks up the Doll, flies it around the room. BONNIE (CONT'D) Look out! She·s using her witch powers! CLOSE ON -- Woody. BONNIE (AS WOODY) (CONT'D) I know where to hide! INT. BONNIE·S BEDROOM - MOMENTS LATER The toy box at the foot of Bonnie·s bed. It creaks open. Bonnie peeks out, grabs a Totoro, pulls it closed again. INT. TOY BOX - DAY Bonnie and Woody huddle in the dark. BONNIE She·ll never find us in here! Bonnie surreptitiously lifts the Doll into view. 49BONNIE (CONT'D) What·s wrong...? She turns. Sees the doll, SCREAMS. INT. BONNIE·S BEDROOM - DAY The toy box tips over, spilling Bonnie and her Toys. BONNIE She found us! We need a spaceship to get away!

. WOODY . I just need to know how to get outta here. PRICKLEPANTS Are you classically trained? WOODY room and all.. you just jumped right in. The Doll gets up.. DOLL Well. didn·t ya? I·m Dolly. That·s .Uh. Cowboy.She runs off into a closet.! BUTTERCUP There IS NO WAY OUT!!! Woody is stunned. Woody. DOLLY ´Woodyµ? Really? You·re gonna stick with that? ¶Cuz now·s your chance to change it -. They shake. Door·s right over there. TRIXIE You·re doin· great! MR.. The Toys come alive. BUTTERCUP (CONT'D) Just kidding. greets Woody.

.. BONNIE (AS WOODY) Quick! Fasten your seatbelts! Close your tray tables! She stuffs the toys in the box. drops it on a bedsheet.S. 50PEA #1 Who·s the new guy? PEA #2 Are you a real cowboy? WOODY Well. pea-brain! He don·t even have a hat! WOODY I do too have a. PRICKLEPANTS Show time! Woody and the Toys go lifeless as Bonnie runs out of the closet with makeshift shoebox rocket.) I found the spaceship!! MR...coming from a doll named ´Dollyµ. I.. He turns. A PEA POD TOY zips open behind Woody.. My hat?! PEA #3 Told ¶ya! BONNIE (O. PEA #3 ¶Course he·s not. actually.

BONNIE (CONT'D) Yeee-haaaaw!!! You saved us. it might get a little bumpy! 3. REX My tail. POP -.DUSK The Toys come to life. SLINKY Oh. They smile at him. Hamm picks up a plastic arm.. Hamm pulls his cork. He strains... tail missing. groaning. Woody and the others tumble onto the bed. SLOW MOTION -.a Weeble pops out.. The Toys fly into the air.. 51INT. dazed. CATERPILLAR CLASSROOM .just like Andy once did.. I·ve got a kink in my slink. cowboy! You·re our hero!!! She pulls Woody to her cheek -. Detritus spills out. Woody glances at the other Toys. hugging them close.. Bonnie flops down with them. The moment is magical. That was great. 1.. 2.Woody soaring.! Where·s my tail?! Buzz sits up. He smiles back. Rex staggers by.BONNIE (CONT·D) Hold on. HAMM Someone need a hand? .! BLAST-OFF!! She pulls the sheet taut.

? MRS. POTATO HEAD Here it is.their parts completely jumbled. Gimme that. BUZZ I don·t recall play time being quite that strenuous..back CRACKING. the moustache. MR.. POTATO HEAD But these toddlers! They don·t know how to play with us! REX They·re too young! HAMM .. POTATO HEAD Where·s my nose. JESSIE We have to make the best of it. REX Andy never played with us like that! Jessie peels a decal off Bullseye·s nose. that·s mine.. Honey. Rex pulls his tail from a peg board.. Here·s your arm.He tosses it to Mr.. MR.. and Mrs... Buzz straightens up -.. Potato Head -.

Try that one! Jessie leaps to the hallway door latch.They·re sticky! 52MRS. It doesn·t move. Slinky tests the door knob. BUZZ Try the windows. BUZZ (CONT'D) Blast. SLINKY Same here! Buzz drops down. . JESSIE It·s locked! At the playground door. POTATO HEAD That·s right! HAMM You said it! BUZZ We·ll get this straightened out -I·ll go talk to Lotso about moving us to the other room. POTATO HEAD We should be in the Butterfly Room! With the big kids! MR. He clambers up a table. leaps to the bathroom door knob. points.

MRS. JESSIE (CONT'D) .. Two.. CATERPILLAR CLASSROOM . HAMM Eh. a loop of red yarn wrapped across his chest.atop the hallway door is an open transom. on the sill. thinking. BUZZ All right. 53INT.LATER The Toys hold a Fisher Price Corn Popper. Finest childproof lock in the world. stands at the rear. Buzz. Buzz? Buzz looks up -. POTATO HEAD Oh. It·s a FensterSchneckler 380. JESSIE Three!!! They take off.. POTATO HEAD We·re trapped! BUZZ Wait! Did anyone notice the transom? REX What·s a transom. MR. examines a window lock. everyone! On three! One. great! How do we get up there?! Buzz narrows his eyes.Hamm. pushing the popper at top speed.. negatory.

twists. towards the transom. and lands -. Buzz bounces off the broom. HAMM Jump! Bullseye and Rex jump off a shelf.Let go! The Toys drop away. On the ground. Buzz! Buzz casts part of his yarn down to the Toys. As he reaches the end. TWITCH (Bug Man) and CHUNK (Rock Man) saunter past. BUZZ POV -. Buzz turns to the hallway. The popper strikes an upturned table. The Toys rejoice. He flips. expands his wings and flies towards a display of hanging paper-mache caterpillars. Buzz leaps off. Hamm makes signal. They run and grab using their legs to swing from one to another. stops. leaving Buzz to jump onto the handle. a pair of tough Day Care Toys. REX He did it!!! JESSIE Way to go. using it like a zip-line. CHUNK You think they had a fun playtime? TWITCH Shhh..In the hall below. He grabs a string that runs across the room.!!! They might hear you! .. catapulting a broom forward. lofting Buzz in the air. BARBIE I... okay. BARBIE Okay... Okay.. O.. Ken and Barbie say goodbye at the Butterfly Room door. He stifles a dry heave. CLOSE ON -.. KEN See?! That time I said ´loveµ. Buzz turns. KEN you! See what I mean? It changes.Buzz BARBIE .. BARBIE . me every time! BARBIE You are so smart! . KEN .. now you start... GIGGLING.. now.! KEN I.Buzz..... Down the hall. okay. 54KEN Okay.S.

Above him. Romeo. Ken.! INT.. He unties the yarn and steals off down the hallway.. He walks to the vending machine. INT. Buzz approaches the machine. confused. 55INT.. they drag Ken away. climbs in. GANG (O.NIGHT Buzz -.NIGHT Buzz peeks in.As the Tough Toys pass. HALLWAY . Then he looks up. We·re late. A Rooster crows: COCKADOODLEDOO!! This is followed by MUFFLED LAUGHS and HUBBUB. Suddenly -strangely -.S. Ken opens the bottom flap and they all go inside. TEACHERS· LOUNGE . VENDING MACHINE .using the red yarn -.NIGHT . all right! Let·s go again! Buzz pushes open the dispenser flap. He reaches the Teacher·s Lounge. Silhouetted in the top of a glowing vending machine are Ken and the rest of his Gang. BARBIE I·ll wait up for you! KEN Kisses.) Yeah.rappels down into the hall.. TWITCH C·mon. More LAUGHS and GRIPES.a cow MOOOOS. Twitch and Chunk approach a vending machine. From inside come VOICES. a pig OINKS loudly. approaches cautiously. Buzz frowns. Buzz looks around.

the Gang roots for their bets. Duckie! Big Pig! Big Pig.Buzz climbs up rows of candy bars and potato chips. other items into a pot. The game continues. STRETCH Yes! Yes! Come to Mama! Stretch scoops up the pile of money.. sneaks towards the light. 56KEN Stretch takes the round.! Turkey! Gimme the Turkey!! Ken waves his hand over the table. Ken presiding. Monopoly money. He gets to the top. Duckie. As the arrow spins. GANG C·mon. KEN All right. The spinning arrow stops on ´Duckµ.. place yer bets! Any splits? Here we go! The Gang throws batteries. The others GROAN. KEN . KEN All right. quackµ. a Gang of toys sits around a table. No more bets. In the top of the vending machine. Stretch the Octopus pulls the cord on a Farmer Says toy. FARMER SAYS TOY Here is a duck: ´Quack.

. Buzz reacts. (as he changes money:) Hey. Twitch teases Ken.? TWITCH Toddler fodder! They start placing bets again.! STRETCH (CONT'D) Landfill! KEN Cowgirl.Okay.. TWITCH . CHUNK He ain·t the sharpest knife in the. SPARKS Neither are you... Chunk. what do you guys think of the new recruits? Any Keepers? SPARKS Nah.. minimum bet. place where they keep the knives. Changing two double AA's.. disposable. KEN How ¶bout that Spaceguy? He could be useful...? Dinosaur. LAUGHS. Coyotes wild. five Monopoly. listening.

. well. BUZZ Stop! Let me go! He struggles.. Big Baby tosses Buzz on the table. KEN I·m not a girls toy! I·m not! Why do you guys keep saying that?!!! Twitch waves a hand. We·ll be lucky if they last us a week! Buzz reacts.. Ken narrows his eyes. KEN Well. Ken smirks. furious.You got a little Keeper yourself. Twitch! Barbie·s different! STRETCH Mr. He turns to go. Softy over here. didn·t·cha. TWITCH All them Toys are disposable. .! CHUNK Whaddaya expect from a girls toy? 57Ken stands. And bumps into Big Baby. The Gang quickly grabs and subdues him. looky who we have here.. Ken? KEN Hey! Lay off.

toys tucked next to her. climbs up. The address on the backpack is revealed -.! What·re you doing? 58Woody turns.1225 Sycamore.) Woody.. moves her arm. I gotta get out of here! TRIXIE You·re leaving?! BUTTERCUP Didn·t you have fun today? . looks around the room. BUZZ Nooooooo! A sock puppet is pulled over Buzz·s head.Bonnie·s backpack. Bonnie·s Toys are watching from the bed. Woody tiptoes across the bed. BONNIE·S BEDROOM . WOODY I.NIGHT Bonnie sleeps -. WOODY 1225 Sycamore! MR.S. Woody freezes. ZOOM IN -.. Bonnie stirs. Woody carefully slips from under the covers. hanging from her door handle.. PRICKLEPANTS (O. She settles back to sleep. CUT TO: INT.KEN Take him to ´The Libraryµ. Woody pushes a chair to the door. leg in the air.. lifts a cape.

.? Trixie giggles. Cowboy.. (thinking) You guys have a map? DOLLY We·re on it. PRICKLEPANTS I believe it·s pronounced ´Yid-nayµ. I gotta get home! PEA POD Where·s home? WOODY Elm Street.! And he·s leaving soon. I belong to someone else. DOLLY Guys -. Y·see.. TRIXIE I·ll fire up the computer! says ´Andyµ! WOODY He·s my Bonnie.. but... Trixie.. 234 Elm. BUTTERCUP Who·s ´Yid-nahµ? MR.WOODY Of course I did! More ¶n I·ve had in years. where ´ANDYµ is written. He holds up his boot.

STORAGE CLOSET . the door opens. He got out. no! This isn·t how we treat our guests! Lotso approaches Buzz. Lotso stands.. my Schwartz.NIGHT The sock is pulled off Buzz·s head. BUZZ . no. no. 59BUZZ Unhand me.! There you go.. He·s tied to a toy chair in a closet lit with an overhead bulb. LOTSO Ken. begins untying him.. astonished..INT.?! What·s going on here?! Why·s this Toy tied up? KEN He. Buzz struggles to free himself. casting a dark look at Ken. Buck Rogers! You don·t talk to Lotso ¶til we say you can.. He frees Buzz.A. Abruptly. Lotso·s Henchmen lurk..O. you cowards! I demand to talk to Lotso! KEN Zip it. In shadows. Buzz stands. I·m so sorry.. Lotso! LOTSO Got out? Oh. LOTSO (CONT'D) F..

Lotso.?!!! BUZZ The children in the Caterpillar Room are not age-appropriate for me and my friends. everyone?! We got a Keeper! 60Lotso lifts Buzz·s arm -. you·ll . LOTSO A mistake. Lotso throws his arm around Buzz.. I·d say we found ourselves a Keeper! (to others) Hear that.. LOTSO (CONT'D) We·re callin· you up to the Big Leagues. We respectfully request a transfer to the Butterfly Room.. there·s been a mistake. request granted! KEN But. son! From now on. LOTSO (gestures grandly) Well. Kenneth! This Toy·s shown initiative! Leadership! Why.World Champion! His Gang applauds dutifully. Lotso.. LOTSO Hush now.

Boss! Those Caterpillar kids need someone to play with... whoa! Hold on there. LOTSO Whoa. Lotso·s smile fades.have anything you want! BUZZ Excellent! I·ll go get my friends. We·re a family.! BUZZ But my friends don·t belong there! LOTSO Oh. I guess that makes sense. to take on the hardships the rest of us can·t bear anymore. none of us do! I agree! Which is why -. I. BUZZ Well. Lotso smiles. Buzz frowns. We stay together. Lotso stops. BUZZ But I can·t accept... LOTSO .for the good of our community -we ask the newer toys. the stronger ones.

. where rows of files are cluttered. BUZZ What are you. eh? I understand..The Bookworm -. (sharply) Put him back in the ´Time Outµ chair... BOOKWORM (O. Big Baby grabs Buzz and slams him into the toy chair.? What?! Unhand me! LOTSO Bring in The Bookworm.. LOTSO Let·s see here. Maintenance. Oh.. A RUSTLING from a shelf above.. flips through it.S. Accessories.) Hold on. holding him while Sparks opens . Lotso opens the booklet. reacts -it·s a Buzz Lightyear Instruction Manual.. 61Ken whistles. Here it is! An aged Toy -.Family man.. here we go! (reading) ´Remove screws to access battery compartment.µ Big Baby pushes Buzz down.. BOOKWORM It was filed under ´Lightyearµ...pushes aside files. Buzz looks close. He tosses a small booklet down to Lotso.

JESSIE What was that? HAMM Sounds like it came from the hall! MRS.NIGHT The Toys sit near the door. Twitch looks -.. sweeping it back and forth.. They turn. The echo of Buzz·s scream is heard. BUZZ What are you doing?! Let go of me! LOTSO (reading) ´To return your Buzz Lightyear Action Figure to its original factory settings. slide the switch from PLAY to DEMO..µ Lotso looks up. HALLWAY ..! No..NIGHT . BUZZ Stop! No.Buzz·s battery compartment. nods.. INT. Buzz struggles.inside the panel is a MODE switch. She holds it under the door. He reaches for it. Screws drop to the floor. CATERPILLAR ROOM . POTATO HEAD I·ll see what it was! 62She marches to the door and plucks out her remaining eye.!!! NOOOOO!!! INT.

. held by her hand.! I see Andy! The other Toys look at each other. a VISION of Andy in his room FADES IN over the dark hallway. wait. looks up and down the hallway. TRANSITION TO: INT. Potato Head·s Eye. carrying another box.The hall is dark and empty. POTATO HEAD That·s impossible.. Andy crosses frame. JESSIE Whaddaya see? Anything. MRS.. I really see him! In his room! (realizing) My other eye! The one I left behind! She concentrates fiercely. disbelieving. we SEE college boxes piled up by the open door.. POTATO HEAD No. . Wait. CATERPILLAR ROOM . just a dark hallway and.! MRS. JESSIE What?! MR..? POV. ANDY·S ROOM .POV From under the bed. INT. Suddenly... PANNING -..NIGHT The Toys gather around her.Mrs.NIGHT . POTATO HEAD Nah.

Andy slaps his forehead. MRS...MRS. MRS..) Oh. POTATO HEAD (V. Wait.O) This is so weird. Andy picks up a trash bag. He·s looking in the attic. Then Andy·s Mom remembers -her hands fly to her face. no! Oh. POTATO HEAD He·s looking for us! Andy·s looking for us! JESSIE He·s looking for us?! REX . POTATO HEAD (V. and walks out of FRAME. CATERPILLAR ROOM .) Okay. MRS.! He·s packing up. Potato Head puts her eye back in. POTATO HEAD (V. there·s Mom. looks at the others. Buster sniffs under the bed. Andy·s in the hall.I left the Toys right here! Mom shrugs.O. right toward her eye. turns. Oh. here comes Buster. this is terrible! TRANSITION BACK: INT. Why is he so upset? Andy gestures -.O.O. Uh-oh.NIGHT Mrs.. POTATO HEAD (V.) Outta the way! Get away! 63Buster yawns. MRS.

. does a happy dance. The Toys turn. Andy does want us! I knew it! I just knew it!!! Rex picks up an in her eyes. you didn·t believe him first! Jessie stands -. We gotta go home! 64CREAK -. POTATO HEAD I think he did mean to put us in the attic! SLINKY Well. JESSIE Lotso. JESSIE Guys. then Woody was telling the truth! MR. Lotso saunters in with his Gang..A door opens.! LOTSO How·re y·all doin· this fine evening? JESSIE Oh. we gotta.So. thank heavens! . POTATO HEAD Hey. MRS... POTATO HEAD Holy cow! HAMM And you didn·t believe him! MR. Light spills in.

MRS. amused.Jessie rushes to him. too! We were runnin· low on volunteers for the Little Ones! They just love new Toys. Lotso bends down. LOTSO Well. you just got here! In the nick of ain·t leavin· Sunnyside. POTATO HEAD Love?! We·ve been chewed! Kicked! Drooled on! MRS. JESSIE (CONT'D) Have you seen Buzz? MRS. here·s the thing. Sweet Potato -. POTATO HEAD There·s been a mistake! We have to go! LOTSO Go?! Why. now don·t they? MR. The others follow. POTATO HEAD Sweet Potato?! Who do you think you·re talking to? I have over thirty accessories and I deserve more . POTATO HEAD Just look at my pocketbook! She holds up her chewed purse.

respec-Abruptly.! That·s better! Lotso·s Henchmen snicker. Lotso yanks her mouth off. POTATO HEAD Hey! No one takes my wife·s mouth!!! Except me! Give it back. .we·re going home. Buzz makes a Kung-Fu sound. Jessie and the others are thrilled. REX Buzz! You·re back! He runs -. 65MR. yeah? And who·s gonna stop us? Jessie almost collides with a blank-faced greet him.. LOTSO Whoa. Missy! You·re not going anywhere.arms open -. guys -.. JESSIE (over her shoulder) Oh. strikes a pose. Everyone is shocked. LOTSO Ahh. Jessie heads for the door. stepping from the shadows. JESSIE C·mon. you furry air freshener! He steps up to retrieve the mouth. Lotso holds it above him. He finally grabs it.

..? MR..... JESSIE Hey! Buzz leaps and kicks.. salutes.? BUZZ Silence. BUZZ Prisoners disabled. slamming him to the floor.! LOTSO . POTATO HEAD Galactic Alliance.. SLINKY Buzz! The Toys fall to the floor. Commander Lotso! JESSIE Buzz? What are you doing.? WHAM!!! Buzz tackles Rex. and knocks their legs from under them.? HAMM Huh-boy.. Buzz stands atop them. spins the Toys around.REX (CONT'D) Buzz. minions of Zurg! You·re in the custody of the Galactic Alliance! 66REX Zurg.. stunned.

puts her in a wire cubby. BUZZ Spare me your lies. and walks off. Big Baby lifts Mrs... Stretch grabs her from behind. Mr. . Lightyear.Good work. Temptress! Your Emperor is defeated. Jessie fights back -. MR. Potato Head to a cubby. sir! JUMP CUTS -. Bewitching good looks. Potato Head in the cubby. And I·m immune to your.?! We·re your friends! He swats her hand away. STRETCH Where do you think you·re going?! Jessie reaches through the cubby wire to Buzz·s shoulder. Now lock ¶em up! BUZZ Yes. He turns. ramrod straight. turns and picks up Mr. shuts it.taking out Chunk and Sparks... POTATO HEAD Hey. Potato Head. Mongo! Keep your paws off my wife! Big Baby drops Mrs.Buzz and Lotso·s Gang herd the Toys into the room·s wire-mesh cubbies. Potato Head intercedes. JESSIE Buzz.

! I told you to wait in the Dream House! Ken puts an arm around her.. POTATO HEAD Where·re you taking me? Put me down. leading her out. you moron! Bad baby! Bad baby!!! They toddle past Barbie as she enters the room.MR. confused.?! What·s going on?! KEN Barbie. BARBIE Ken. MR. 67 LOTSO Wait! I think this Potato needs to learn himself some manners! Take him to The Box.. BARBIE (CONT'D) Hmmph! . POTATO HEAD (CONT'D) Hey.. BARBIE What·re you doing to my friends? Barbie looks over her shoulder as Sparks the Robot tosses an Alien into a cubby. Big Baby hoists Potato Head up and toddles off. what are you doing? Let go of me you drooling doofus! Lotso steps in. Twitch slams it shut..

BARBIE (CONT'D) And gimme my scarf back! She yanks the ascot off his neck. sir! Buzz strides past the Toys. Then Barbie turns. BUZZ (CONT'D) Prisoners sleep in their cells! Any Prisoner caught outside their cell spends the night in The Box! EXT. PLAYGROUND . Barbie! BARBIE Don·t touch me! We·re through! She stalks off. KEN Wait. walks back to him. 68LOTSO Lightyear! Explain our overnight accommodations. Lotso surveys the room.NIGHT . each trapped in a cubby. He smiles. KEN Oww! Barbie is slammed into a cubby. BUZZ Yes.She slaps Ken·s arm away and turns to join the Toys in solidarity. Ken is devastated. Ken tries to grab her.

NIGHT Buzz rattles off the rules.. We get it.In The Box.. JESSIE .Potato Head is carried to a covered sandbox. Potato Head reaches out. LOTSO At ease. closing into BLACKNESS. Commander! Any doubt I had got pounded out of me at the . Buzz whips around. BUZZ Prisoners do not speak unless spoken to! Any Prisoner talks back spends the night. soldier! They·re neutralized! But remember: They·ll say anything to make you doubt yourself! BUZZ Don·t worry. begging for mercy.S.Big Baby lowers the lid. BUZZ (O..) Roll call at dusk and dawn! Any Prisoner misses roll call spends the night in The Box! .. Big Baby lifts the sandbox cover. INT. Lotso puts a calming hand on him. CATERPILLAR ROOM ..... Jessie grows impatient. tosses Potato Head in.

The Toys grasp the bars of their cubbies -. try to check out early? Well. JESSIE Woody. LOTSO Y·all get a good night·s rest! You got a full day of play time tomorrow. pay your dues. 69LOTSO Listen up.jovial. tosses it.Academy! Lotso climbs on a podium of ABC blocks -. You·re just hurtin· yourselves. standing guard over the ´cell blockµ.. Lotso chuckles as he and his cronies drive off.! (to Lotso) What·d you do to him?! Lotso sits back in his truck bed. The Toys gasp in horror..the horrible truth of their situation hitting home. It slides across the floor to Jessie·s cubby. step outta line.. He takes out Woody·s hat. Life here can be a dream come true! But if you break our rules.... relaxed. folks! We got a way of doing things here at Sunnyside! If you start at the bottom. Buzz remains behind. . taps his cane.

. WOODY (CONT'D) Right around the corner...! That·s just a dinosaur toy down the street.! Woody finishes typing. Sy--ca--more. Woody types an address. Sy--ca--more.?! It·s ... WOODY (CONT'D) Who·s ´VelociSTAR237µ? Trixie pushes in.less than two blocks away.. WOODY 1-2-2-5.NIGHT CLOSE ON -. a map begins to assemble.. Lemme just take care of that! (beat) Just a dinosaur...INT. That·s nothing.. WOODY (CONT'D) Please don·t be far! Please! The map resolves itself. Slowly.. BLOOP -.A computer keyboard.Suddenly. 70WOODY All right.. Okay. KITCHEN . ´Enterµ! Trixie hits the Return. The route to Andy·s house is a short ´Zµ -. TRIXIE Oh. an IM WINDOW pops up on the SCREEN. Woody is amazed.

. I·m big toy on campus! Hello! Hey! I·ll see you at the Sock Hop! DOLLY Okay. DOLLY You came from Sunnyside?! TRIXIE But. What do you mean ´escapeµ? Bonnie·s Toys trade glances. Potsie! Woody starts to slip through a pet door. hey. WOODY (CONT'D) I·m going to college! Look at me. PRICKLEPANTS Sunnyside is a place of ruin and . does a happy dance across the floor.. he hugs Bonnie·s toys.right around the corner!!! Ecstatic.if any of you guys ever get to Sunnyside Day Care? You tell ¶em Woody made it home! Bonnie·s Toys gasp. listen -. How·d you escape?!!! WOODY It wasn·t easy.. MR.. I. Pricklepants steps forward. leaps off the desk. strides to the kitchen door. WOODY Oh.

sitting on a sill. Woody steps forward.) I was there when Lotso got unwrapped. Me and him. He was a good toy. She hugs him -. DAISY·S LIVING ROOM .. INT. I knew Lotso. ruled by an evil bear who smells of strawberries! WOODY Lotso..O.FLASHBACK A freckle-faced five-year-old.. CHUCKLES Yeah.. he·s a monster! WOODY a toy clown.. He·ll tell you! They turn -. But inside.. Chuckles. smiling Lotso at first sight.with awe and respect -.despair. staring grimly out the window. we had the same kid -. How do you know that? MR.DAY .?! 71BUTTERCUP He may seem plush and huggable on the outside. unwraps a gift under a Christmas tree and finds a fresh. A friend. PRICKLEPANTS Chuckles. CHUCKLES (V.O. CHUCKLES (V. DAISY.) .

He gazes lovingly at her.FLASHBACK Daisy sits in the back of a station wagon.. INT. . DAISY·S HOUSE .DAY . Daisy·s Family has lunch in the grass while Daisy plays happily with Lotso.) One day. pushed on a swing..) They did everything together.O. CHUCKLES (V. Big Baby and Chuckles are buckled in beside them.O.. we took a drive. Lotso was special. REST STOP . etc. and Big Baby.. EXT. Daisy·s Mom waves a sandwich. Chuckles. You never seen a kid and a toy more in love. 72EXT.Daisy loved us all.O.DAY .) Hit a rest stop. STATION WAGON . had a little play time. in bed while she reads to him. CHUCKLES (V. DISSOLVE TO: A sleeping Daisy is carried to the car. CHUCKLES (V.DAY . but Lotso. Lotso in her lap.FLASHBACKS QUICK CUTS: Daisy takes Lotso everywhere -.FLASHBACK At a rest stop. Daisy puts down the Toys and runs to join her family.jumping through a lawn sprinkler.

EXT. Daisy·s Toys sit up. keeping vigil as the sun sets. Days pass.O. it was too late. CHUCKLES (V. Chuckles and Big Baby follow. worn.µ A child·s writing shows Daisy·s name and address. They peer in. It took forever.muddy. Daisy fell asleep. Chuckles and Big Baby stand in the bushes outside Daisy·s window -. DISSOLVES: Lotso peers down the road. reading a picture book.O.O. their worst fears come true. CLOSE -. but we finally made it back to Daisy·s. DAISY·S HOUSE .. CHUCKLES (V. He sets off across the fields. Rain falls. Daisy lies in her bed. The forgotten Toys remain. CHUCKLES (V.) But by then..DUSK Lotso. A seat belt is clicked around the sleeping Daisy.O. . Lotso reads the pendant. Through the window. Big Baby boosts Lotso and Chuckles to the window sill.) (CONT'D) She never came back. ´My heart belongs to.) (CONT'D) Lotso wouldn·t give up. The car drives off.CHUCKLES (V.A heart-shaped pendant reads.) (CONT'D) After lunch. hung around Big Baby·s neck.

Big Baby stares -. Lotso drops from the window. C·mon! He turns to go. but Big Baby and Chuckles stay put. His Universe is shattered.Tucked beside her is a brand-new Lotso Bear. turns and begins climbing up towards Daisy·s window.NIGHT Lotso.) (CONT'D) Something changed that day inside Lotso. and stalks off.Lotso. CHUCKLES (V. LOTSO She replaced us. and Big Baby hunch in the red.. Lotso walks back to Big Baby and yanks him down. LOTSO (CONT'D) She don·t love you no more! Now come on! He rips the pendant off. 73TRACK IN ON -. EXT..heart-broken. YOUNG CHUCKLES No.FAST ZOOM -. Lotso·s face hardens. Something snapped. throws it away. Chuckles. tail-lit . cowed. Chuckles and Big Baby are left behind -. LOTSO She replaced all of us! Didn·t she?! Chuckles shrinks back. Big Baby looks at the pendant. TRUCK BUMPER . she only replaced yo--! Lotso turns on Chuckles.uncomprehending.O. Rain begins to fall.

SUNNYSIDE DAY CARE.DAWN Chuckles. . A FLASH of lightning reveals the Sunnyside Day Care Center. Chuckles.O. Lotso stands. He reaches in his pocket. knocking them off the bumper. He. Lotso. Rain pours. hopeless. Unwanted. pulls out Big Baby·s pendant.. Chuckles and Big Baby watch from the puddle. But Lotso wasn·t my friend anymore. Unloved. Their eyes are dead.... CHUCKLES (V. tumble into a puddle in front of.NIGHT It·s dark.. remembering.glow of the bumper of a delivery truck as it drives through swirling rain. and the Baby lift their faces from the puddle. rapt.. He limps towards the Day Care. took over Sunnyside. MATCH CUT: INT.) We were lost. FRONT ENTRANCE .. Lightning FLASHES. The truck hits a pothole. 74CHUCKLES Then we found Sunnyside. Woody listens. EXT.. CHUCKLES He wasn·t anyone·s friend. rigged the whole system. KITCHEN . Cast off. eyes narrowed. They hit the pavement.

Bonnie found me. How·d you get out? CHUCKLES I got broke. they weren·t so lucky. (voice quavers) It ain·t right... forlorn.. ´Andyµ? TRIXIE Isn·t he leaving tomorrow? TRACK IN ON -.. TRACK down the cubbies -. torn.The Toys grip the bars. .. PRICKLEPANTS Returning now would be suicide! DOLLY But what about your. 75INT. A HARMONICA plays mournfully. what Lotso done! New toys -.. My friends are in there! BUTTERCUP You can·t go back! It·s too dangerous! MR. took me home.DAWN The room is still.WOODY So. WOODY But.they don·t stand a chance! Woody looks up.Woody. Other Toys. CATERPILLAR ROOM .

.. Jessie lifts her boot. Jessie pats his muzzle. Lightyear! C·mon -. sighs. She turns away. The truck comes screeching to a stop. musical hog! Knock it off! Hamm stops playing. Her eyes fill with regret. too. his Gang hanging off the sides. salutes. Buzz pounds on Hamm·s cubby. BUZZ Quiet. Campers! Buzz snaps to attention. LOTSO Rise and shine. playing the harmonica. bows her head. A Tonka truck races in the room -.we need you back at Star Command! . BUZZ Commander Lotso.CRANE TO REVEAL Hamm. Sir! All quiet! Nothing to report! LOTSO Excellent. whimpers sadly. Buzz moves off. The bathroom door bursts open. Bullseye. JESSIE (CONT'D) But he ain·t ever comin· back. WHOOPING it up.Lotso in the back. I miss Woody. revealing ´ANDYµ written underneath. Bullseye looks at Woody·s hat. Suddenly. JESSIE Oh.

covered in sand...Buzz hops in the back of the truck.Ringing. 76The Toys gasp. POTATO HEAD Sweetheart. Potato Head into the room -. MRS. Bonnie runs down the hall and enters the Butterfly Room..DAY .. LOTSO Y·all get ready -.. HAMM I don·t think those weren·t Lincoln Logs.? Big Baby steps forward and tosses a dazed Mr.! MR. Mrs. Potato Head reaches out.! Nothing but sand and a couple of Lincoln got a playdate with destiny! CUT TO: A BELL -.! And dark. POTATO HEAD It was cold.coughing.. MRS. POTATO HEAD Wait! What you have you done with my husband?! LOTSO Big Baby. INT. groaning.. BUTTERFLY ROOM . Lotso addresses the room.

INT. furnished with pillows and bean bag chairs. wheels into view. a Toddler uses Rex to hammer a bongo drum. CEILING CRAWL SPACE.DAY Woody pulls up the ceiling tile and drops onto an empty reading loft. drops his receiver.Children·s SHRIEKS. releases her. Their pieces scatter. drops to the floor. rushes off. lifts the receiver. Then.S. He RINGS again. puts his ear to a tile.Below. then smashes them to the ground. then surreptitiously scrambles to the top of a bookshelf. A Fisher Price Phone. a toy-phone bell RINGS. climbs in the crawl space above the tiles. O.DAY Woody pushes aside an acoustic panel. It unzips. INT. Woody creeps to the phone. Woody turns.The room thrums with the happy CHATTER of young kids. STAY on her backpack. He creeps to the edge of the loft and scans the room. Jessie slams into a wall. CATERPILLAR ROOM . A child swings Jessie by her hair. and slides the panel back in place.DAY Crawling. CATERPILLAR ROOM . Woody follows the noise. Another Toddler holds a Potato Head in each hand. WOODY . BUTTERFLY ROOM . Woody turns. -. retreats into shadows. Bonnie drops off her backpack at the lockers. Woody is horrified. Woody peers out. 77POV -. CEILING CRAWL SPACE. off-screen. The Lifer. INT.

LIFER (CONT'D) Poor fella.Uh. LIFER You got lucky once.. More patrols. Trash truck comes at . Hello. Through the window...he·s just witnessed a Toy death. Woody shudders -.. You·ll survive...dumps the broken Toy Train into a trash chute. There·s only one way Toys leave this place. WOODY I made it out once. The Lifer rolls forward. Want my advice? Keep your heads down.. LIFER You shouldn·a come back. WOODY Yeah? For how long? LIFER (squints like Clint) I been here years. They·ll never break me.? The Lifer·s voice is hoarse and grizzled. the Janitor -across the yard -. They cracked down hard since you left. More guards. You and your friends ain·t ever gettin· outta here now.. Cowboy.

O.. LIFER (V.dawn. Toy Trucks patrol the empty halls of the Day Care..O. The Lifer sighs. LIFER (V.I·d sure be grateful.O. Keys are left dangling on a hook in the office.) Got it..) . Trucks patrol the deserted playground. Then it·s off to The Dump. What else? SHOTS -.. if you·re gonna get toy to another -. 78WOODY I appreciate your concern.FAST TRACKING IN on knobs of the playground door. respectful. LIFER Well. out. the office door. Keys are left on a hook in the office.. Outside.) (CONT'D) Locked every night. Woody bends down. But we have a kid waiting for us. First thing you gotta get through·s the doors. Now we·re leaving. Old Timer. inside and. If you·d help us -. SHOTS -.. Each door is shut and locked. the hall door. WOODY (V.

. LIFER It·s not. INT. Your real problem·s The Monkey.O. scampers . yeah.. Lobby. CATERPILLAR ROOM .O. LIFER (V. Cinderblock. LIFER (V. 79INT. CLOSE ON -.TRACKING along the mural-covered cinder block wall.NIGHT A TOY CHIMP sits at the console of security monitors..NIGHT A Toy Bunny slips through the bars of his cubby. Hallway.) The Monkey·s the Eye in the Sky.. WOODY That·s it?! Doesn·t seem so bad. What about the wall? SHOTS -. Playground.THE MONKEY·S EYES The bank of monitors is reflected in them.. Woody frowns.O. No way through it.Lotso has trucks patrolling all night long.) Eight feet high.. WOODY Yeah. OFFICE . LIFER (V. You go over or under.) (CONT'D) He sees everything.

toward the hallway door.freezes and looks around in a panic.. jumps to the floor.) .) .O.NIGHT The Monkey. and begins SCREECHING and banging cymbals.. staring at the security monitors.. Big Baby lurches toward the Bunny menacingly. HALLWAY . LIFER (V.NIGHT The Penguin is surrounded by Patrol Trucks. presses the PA button.. LIFER (V. INT. OFFICE . intent on meting out prompt and thorough justice.NIGHT The Monkey sees the Penguin.O. CATERPILLAR ROOM . ZOOM UP to a security camera at the end of the hall.. ..NIGHT The Bunny -. Big Baby pushes his way through the trucks.Classrooms. peeks out of a potted plant. 80INT. INT. HALLWAY . and begins furiously banging his cymbals.Hallways. The hall door opens and Lotso and his Gang step in. bares his teeth and SCREECHES. hits the PA button. INT. He waddles for the front door.busted -. OFFICE . A Toy Penguin. hidden. sees the Bunny on screen.. He puts his wings up. INT.NIGHT A Patrol Truck passes down a dark hallway..

CATERPILLAR ROOM .DAY A bell RINGS.NIGHT A trio of Plushies use a dart gun to fire a dart. INT. OFFICE . you ain·t goin· nowhere. The Toddlers -. climb the wall.look up. But if you don·t take out that Monkey. rush outside. PLAYGROUND .EXT.NIGHT The Monkey sees the Plushies. tied with string. The Teacher hits the lights. TEACHER Okay! Recess! She opens the playground door. Within the spotlight rises the silhouette of Big Baby.. PLAYGROUND . INT. The Toddlers drop the Toys. They begin scaling the wall.. closes the door.NIGHT A spotlight hits the Plushies.DAY The Lifer lays it on the line for Woody.Even the playground. CATERPILLAR ROOM .. over the wall. SCREECHES his alarm.. arms lifted. EXT. sneak past guards.playing rough -. . LIFER . LIFER You can unlock doors. Y·wanna get outta here? Get ridda that Monkey! SMASH TO: INT.

) Pssst.. guys... groaning and aching. rejoicing. my hat!!! Woody takes his hat from Bullseye.! Hey. POTATO HEAD Thank goodness! They quickly run and gather around him.. From a puppet theater.! 81They look over.! (sees Bullseye) Hey.! Pssst. JESSIE Woody? Woody!!! REX Woody! MRS.. SLINKY You·re alive!!! HAMM Hey. WOODY (CONT'D) Wait. puts it on.S...Jessie and the Toys sit up. Where·s Buzz? REX Lotso did something to him! SLINKY . Buddy! WOODY ¶Course I·m alive.. WOODY (O. Woody waves.

that means.... we stick together. Woody... HAMM Oh yes. 82SLINKY But....? But. MR. WOODY . The Toys smile. ´Return of the Astro Nut!µ JESSIE Oh. Andy·s leavin· for college! JESSIE College!!! Hog-tie the mailman!!! We gotta get you home before Andy leaves tomorrow! HAMM Tomorrow.she was wrong! WOODY No..He thinks he·s a Space Ranger again! WOODY Oh no. I was wrong... I. Woody -. It·s my fault for leaving you guys. we were wrong to leave Andy. no.. reassured. From now on. POTATO HEAD Jessie·s right.

He·s trailed by Buzz. . KEN Cowgirl. Big Baby stands guard. there is one way out. POTATO HEAD What?! Impossible! REX But there·s no way outta here! WOODY No. One way.Through the window is the trash chute on the maintenance shed... here·s the plan. RACK FOCUS -. Bullseye WHINNIES.. conducts his nightly roll call. KEN Horse. CATERPILLAR ROOM . JESSIE Here.. Woody turns to the Toys. WOODY (CONT'D) Okay.. They huddle.. KEN (CONT'D) Piggy bank. He turns. dapper in an evening robe... MRS.NIGHT Ken...It means we·re busting outta here tonight. INT.

Potato Head? Silence.. KEN Tyrannosaurus...CONTINUOUS Ken strolls on. BUZZ Hey! Tuberous Root Man! Wake up! Buzz rattles the bars.. KEN Potato Head. REX Here. as it were. BUZZ (CONT'D) Impossible! A NOISE. Woody watches through a ventilation grate. CEILING CRAWL SPACE.. CATERPILLAR ROOM . Ken and Buzz turn.a dummy potato.HAMM Yo. Potato Head is at the window. INT. looks in the cubby.. CATERPILLAR ROOM . 83INT. struggling with the locks. BARBIE Here.NIGHT From above. .. Buzz backs up.. An actual potato rolls to the front of the cubby -. KEN Barbie.

Potato Head? MR. CATERPILLAR CLASSROOM . then turns to face Buzz. As they EXIT FRAME we TILT UP to find. POTATO HEAD That·s Mr. Woody.NIGHT The Monkey. 84INT.S. FRONT OFFICE . They surround him. Smoothie! PAN and ZOOM past the distracted Monkey to another monitor. in a hanging light. takes out a pipe cleaner.BUZZ (CONT'D) Hey! Potato Head sees he·s been spotted. aren·t ya? INT. at the security console. Big Baby toddles after them. sees Buzz and Ken corner Potato Head.) You·re turning out to be quite the trouble-maker. Ken. On it. Potato Head reaches the bathroom.. Slinky slips out of his cubby cell. KEN (O. bangs on the door. bends it.. Potato Head to you.NIGHT . uses it to snag the clothing line of kids· paintings. and Big Baby. He leans in to watch. Buzz and Ken run across the room. KEN Little late for a stroll. He jumps off the sill and sprints to the bathroom door. eh.

Behind Ken and Buzz, Slinky runs to the middle of the room. KEN (O.C.) What·d you think you were gonna do? Waltz right outta here? Woody grabs a bag of marbles, grasps the clothesline, jumps. MR. POTATO HEAD (O.C.) And I would·a got away with it too, if it weren·t for you meddling Toys! Woody lowers via the clothesline, drops the bag of marbles, grabs Slinky, and ascends back up to the ceiling. MR. POTATO HEAD (CONT'D) Ya ascot-wearin· pink-noser! Mr. Brains-Sold-Separately!!! He kicks Ken. Ken yelps, turns to Big Baby. KEN Take him back to The Box! Big Baby grabs Potato Head, lifts him off the ground. MR. POTATO HEAD No! Not The Box! I·m sorry! I didn·t mean it! I like ascots! Really! No... No! Noooooo!!! They disappear through the bathroom door. 85INT. CEILING CRAWL SPACE - NIGHT Woody and Slinky watch as Potato Head is dragged off. They close the ceiling panel.

WOODY Okay, check... INT. CATERPILLAR CLASSROOM - NIGHT Ken turns to Buzz. KEN Good work, Lightyear! Resume your, uh... Space-guy... Thing-y! BUZZ Yes, sir, Well-Groomed Man! He salutes, departs. Ken turns to go. BARBIE (O.C.) Ken...?! Ken...! Ken stops. Barbie waves to him. Ken looks around, then approaches warily. Barbie is tearful. KEN What do you want? BARBIE I can·t take it here, Ken! I want to go to the Butterfly Room! With you! KEN Yeah, well, you should·a thought of that yesterday. BARBIE I was wrong! I want to be with you, Ken! In your Dream House! Take me

away from this! Take me away! She breaks down sobbing. Ken is torn. Finally, he gives in -- no match for a woman·s tears. KEN Darn it, Barbie...! He moves closer, speaks low. KEN (CONT'D) Okay, but, things are complicated around here. You gotta do what I say! 86BARBIE (tears of gratitude) I will, Ken! I promise! Satisfied -- and a little smug -- he pulls open the cubby. INT. SANDBOX - NIGHT Big Baby opens the lid of the Sand Box. MR. POTATO HEAD Wait! I·ll do anything...! I·ll change your diapers! Big Baby tosses Potato Head in, lowers the lid. EXT. PLAYGROUND - NIGHT Big Baby turns and walks off. STAY ON the sand box. TRACK IN to find a wood knot in the side of the box. It pops out, falls to the ground. Potato Head·s hand emerges, clutching his eye. It looks around. One by one, Mr. Potato Head·s parts fly out the hole and

INT. The Monkey HISSES. Get. KEN·S DREAM HOUSE.. grabs the tape with his teeth. Tape!!! Slinky runs to a Scotch tape dispenser.. knocking the mic to the ground. The Monkey frowns at a reflection in the monitor. drops into FRAME behind the Monkey as Slinky.begins swinging closer and closer to the Monkey.. He SCREECHES. He grabs the microphone cord and whips it. runs for the mic. BUTTERFLY ROOM . The Monkey whips around. tripping the Monkey.dangling on the ground. 87WOODY Go. tape in his mouth. sees Slinky charging. Ken opens the door.. Slinky slips.NIGHT Ken and Barbie ride the Dream House elevator to the top floor. lowers Woody head-first. staring maniacally at the security monitors.NIGHT The Monkey sits motionless. He and Woody land on the Monkey. Woody -. . Woody.. The Monkey flips himself on top of Woody and starts crashing his cymbals against Woody·s head. CUT TO BLACK INT. holding Woody·s ankles. Woody grabs the Monkey. clutching a pouch. Woody lunges for the Monkey. next to the sandbox. but misses. heads back toward Woody. The only sound is a TICKING clock. leaps off the desk. FRONT OFFICE . SCREECHING. The.. The Monkey turns.

Barbie walks up behind him. Ken. huh?! BARBIE Flower Power.!!! Oh. Barbie gasps. FAST PULL BACK to REVEAL the living room of his Dream House.. Racks of clothes line the walls. BARBIE (CONT'D) Tennis whites! Mission to Mars! KEN I know. Ken joins her. his mood turning to melancholy reflection. BARBIE Look at all your clothes!!! I can·t believe you never brought me up here! Barbie flips through the racks. BARBIE .. Barbie. KEN No one appreciates clothes here.KEN And this. Is where the magic happens. bitter:) No one. (then. I know! Check this out -´Kung-Fu Fightingµ! ´Campus Heroµ with matching sports pennant....! Ken pivots away..

polka-ing in Lederhosen. Barbie sits watching. sporting some of the most insane Ken outfits ever -.QUICK CUTS Ken emerges from behind a screen. Ken strikes just the right pose for each outfit -. Would you model a few outfits for me? Just a few? Ken is stunned -. growls like a cat.exceptionally pleased with himself. scuba moves..? Where is it..? Where·s the key? He finds the keys.Ken. ¶70s. ¶80s.¶90s. enthralled. Throbbing DISCO begins..slinging a jacket over his shoulder. she applauds wildly. Finally.. 88FASHION MONTAGE -.. . INT. OFFICE . WOODY Where is it. Slinky opens a desk drawer. even 1960s -with matching one·s ever asked this of him. doing ´The Frugµ in a fringe vest. Ken grins -. Woody rolls the Monkey in. buried under push-pinned papers. She laughs. claws her hand. Slinky pushes it closed.. break dancing.NIGHT Woody and Slinky finish taping up the struggling Monkey. SLINKY Go get the key! Woody runs to a bulletin board above the desk.

INT. 89In the cell. They grapple. HAMM (O. Hamm plugs his cork into his belly.WOODY (CONT'D) Bingo! Slinky toggles a security camera joystick. Buzz runs over..) Hey! Whadda you think you·re doin?! Buzz stops. JESSIE Yodel-Lay-Hee-Hoooooo. She turns. HAMM . Porky! Hamm jumps Rex.!!! A few cubbies down. patrolling. BUZZ Hey! No fighting! Break it up! He pulls the ´cellµ from the cubby and they tumble out. HAMM I told you -. ANGLE -.. CATERPILLAR ROOM .NIGHT Jessie sees the security camera panning back and forth. turns.Buzz.S. Hamm and Rex share a look.keep your hands off of my stuff! Rex raises his fists. trying to sound tough... REX Make a move. whispers.

pulls out a lunch box. Inside is a tortilla.Take that. slamming the bin over Buzz.) Yoo-hoo! Buzz looks up.NIGHT . Walnut-Brain! No wonder you·re extinct! Jessie and Bullseye steal out of their cubbies while Buzz gets between Hamm and Rex. PLAYGROUND . BUZZ Hey. and falls over. BUZZ (muffled) Help! Prison riot! Buzz FIRES his laser in a circle at the side of the bin. Jessie turns to Bullseye. Jessie grabs it. slides it under. JESSIE Get the tortilla! Bullseye heads to a locker. holding an empty. She knocks and runs off. Jessie opens it. pinning it to the floor. 90EXT. dashes to the door. He charges at the wall. hits it.C. Hamm and Rex leap on top of it. you can·t hit each other! That·s my job! JESSIE (O. clear plastic toy bin. holding them apart. They leap. Jessie and Bullseye stand on a bookcase above him.

BUTTERFLY ROOM . spins it 180 degrees. tackling Ken. What did Lotso do to Buzz. The Tortilla stands unsteadily. and how do we get him back? Ken is secretly thrilled to have Barbie straddling his chest. From the shadows... the parts implant themselves in the tortilla. grabs the tortilla. INT. KEN Haiii-Yaaa! Wah! Whaaa-aaa-aaa -He freezes mid-pose. and drags it into the darkness.) Ready. He is defiant.NIGHT Ken -. blinks. Barbie grabs his head.. BARBIE No more games.. kicking and punching the air. KEN (CONT'D) Uh. looks around. then heads off across the playground. talking tough.headband on -. Ken lands on his chest. crawls over.C. KEN·S DREAM HOUSE. Barbie? Barbie leaps out of nowhere. one of Potato Head·s arms appears.The tortilla lays outside.! Ken leaps from behind the screen in a Karate Gi and does a series of fighting moves. KEN Ready? BARBIE ( behind a shoji screen. Barbie isn·t there. One by one. Ken. .

As it passes. Potato Head turns and uses the trike·s mirror to catch a moonbeam..NIGHT Mrs.. 91INT. across the hall and into the Caterpillar Room. CATERPILLAR ROOM . eyes narrowing.NIGHT Jessie stops the key with her boot. on the sill by the door. PLAYGROUND . HALLWAY .NIGHT A Security truck patrols the hall.unable to contain his excitement -. INT. Potato Head hoists himself up a tricycle and onto a classroom window ledge. sees the signal. He peers in. CATERPILLAR ROOM .blurts out: KEN (CONT'D) !!!But I·d like to see you try. the office door opens.NIGHT Slinky is poised with a key attached to a rubber-band sling shot. Woody signals ´Go!µ Slinky releases the slingshot. EXT. Slinky pulls it back. It shoots the key under the door.KEN You can·t make me talk! You can·t! Barbie glares at him.NIGHT . Woody peers out. She uses the key to unlock the door. Ken -. picks it up. PLAYGROUND . OFFICE . Potato Head. INT. Inside the Butterfly Room.NIGHT Mr. INT. Lotso is asleep. EXT.

INT.. Bullseye. Ken is horrified. then RIPS them apart.. Ken gasps in horror. KEN·S DREAM HOUSE. Ken groans in torment. BUTTERFLY ROOM . As a SPOTLIGHT sweeps past. BARBIE Oooohh!! A Nehru jacket! KEN . those were vintage! (steels himself) It·s okay! Go ahead. but remains defiant.. they duck behind a traffic cone then creep off across the playground. Jessie. Mrs. rip ¶em! They·re a dime a dozen! BARBIE Oooohh! Glitter tux! 92RIPPPP..The door opens. She holds them up.NIGHT Ken is tied to a paddle-ball paddle by the ball·s string. KEN Who cares?! Who cares?! Sequins are tacky! Barbie picks up a Nehru jacket. Potato Head and the Aliens slip outside. BARBIE Let·s see -.Hawaiian surf trunks.! She tosses the shreds at him. KEN Barbie. He glowers as Barbie browses through his racks of clothing.

sobbing.. BOOKWORM I don·t know why this can·t wait til morning.! BARBIE This is from.. Ken cracks. no. KEN Oh.!!! Barbie pulls at the seams. but.. POV -.1967? KEN The Gruvvy Formal Collection.. steely. He turns back.NIGHT A sleepy Bookworm pulls the Buzz Lightyear Manual from his stacks. yes! BARBIE What a shame. The Bookworm turns away. turns. what -. A stitch POPS. grabs Ken. walks off. Barbie. then hears an odd CLICKING. . BARBIE Where·s that manual? INT. hands it down to a waiting Figure in a SPACE SUIT..The Space-Suited Figure is wearing pink high heels.! He breaks down. Ken...Barbie!!! Not the Nehru. stares.. no. KEN (CONT'D) There·s an instruction manual! Lotso switched Buzz to Demo Mode. UTILITY CLOSET ... no! No! No. Here ya go! The Figure salutes.

93INT.NIGHT Potato Head turns and edges down the ledge. POTATO HEAD What·re you lookin· at. PLAYGROUND . dragging him down the ledge. He looks. The pigeon grabs his forehead. CLASSROOM CEILING CRAWL SPACE . Feathers? The pigeon pecks him. MR. Potato Head responds with complicated baseball-catcher gestures. INT. A stare down. Potato Head slaps the pigeon. MR.NIGHT SLINKY What·s takin· so doggone long? A KNOCK. PLAYGROUND . taking a chunk out of his tortilla. EXT. hoists up Buzz·s Instruction Manual. Woody slides the ceiling panel. helmet off.The Bookworm rolls his eyes -. CLASSROOM CEILING CRAWL SPACE .NIGHT Woody gives Potato Head the ´thumbs upµ. on the ledge. revealing Barbie in the Space Suit. POTATO HEAD (CONT'D) Hey! Ow! The pigeon pecks again.and turns away. EXT. sees Barbie pulled up into the ceiling.Ken! -. His path is blocked by a Pigeon.NIGHT Potato Head. WOODY So how do we fix Buzz? Barbie grins. . A FLUTTERING.

that·s just great! A section of tortilla props itself up. BUZZ (muffled) Help! Prison riot! HAMM Give it up. The eye goes wide.Potato Head hits the pigeon with his hat. looks around... ya coward! The tortilla rips and disintegrates. Potato Head shakes his fist. fly away.NIGHT Buzz is still trapped in the bin. MR. muffled) What. POTATO HEAD (CONT'D) Yeah. BUZZ (looking up..? HAMM I said no one can hear you! . The pigeon flies off. gives it a kick. No one can hear you. POTATO HEAD (CONT'D) Well. In pieces. banging on the ceiling. It spots the classroom vegetable garden. MR. 94MR. CATERPILLAR ROOM . Hamm and Rex have grown weary of his calls for help. he drops off the ledge to the ground. POTATO HEAD (CONT'D) Uh-oh.. INT.

A NOISE.knocking Hamm and Rex off the bin.. REX Woody! You·re back! Rex and Hamm move to the front of the bin.!!! Will you be quiet?! He slaps a hand over Rex·s mouth. Woody and Slink keep Buzz pinned down. muffled) What. A ceiling tile opens.. WOODY Stop him! Don·t let him get out! BUZZ (into wrist radio) Star Command. ´No one can. They look up.BUZZ (confused. WOODY Quick. and Barbie drop in.. I·ve been taken hostage by my own prisoners!!! 95Hamm and Rex tackle Buzz. Rex.?!!! REX (yelling) He said..running across the floor.. Slinky. Buzz runs to the back and jumps -.!!!µ HAMM Shhhh. Woody. as Barbie rushes over with the manual.. open his back! There·s a . Buzz makes a break for it -. Hamm.

Woody flips it.µ WOODY Rex..switch! They pull open Buzz·s compartment. Zurg scum! The Galactic courts will show you no mercy! Woody flips the switch back and forth. WOODY It·s not working! Why·s it not working? Where·s the manual? Hamm flips through at top speed. Got it! HAMM (reading) ´To reset your Buzz Lightyear. Buzz struggles. use your finger! REX Oh! Rex sticks a finger in Buzz·s re-set hole.. BUZZ Unhand me. HAMM Here we go! There should be a little hole under the Switch! WOODY Little hole. insert paper clip.. . revealing the switch.

´Caution: Do not hold button for more than five seconds.µ Abruptly..Me he despertado de hipersueño en un planeta extraño. The others all look at Rex.hyper-alert -. narrows his eyes. (Star Log -. 96REX It·s not my fault! Suddenly. SPANISH BUZZ Estoy rodeado por criaturas extrañas y desconozco sus intenciónes!!! . Buzz BEEPS loudly.) The Toys are speechless. face plants. HAMM Now what did you do?! REX I did what you told me. Hamm glares at Rex... now what? HAMM All right.! Buzz -.glances sideways. falls limp. Buzz leaps up. He strides forward.WOODY Okay. SPANISH BUZZ Bitácora Espacial -.. flips his wrist radio.I·ve awakened from hypersleep on a strange planet. Rex lifts his finger. knocking the Toys off him. let·s see.

and trains his laser on Woody·s forehead. greeting them..(I'm surrounded by alien creatures of unknown intent!!!) He whips around -. y se me borró la memoria. SPANISH BUZZ (CONT'D) Han visto a mi nave espacial? (Anyone seen my spaceship?) WOODY We gotta switch him back! 97SLINKY How do we do that? HAMM (re: manual) . strides off. Buzz struts forward.Friend? Or foe?) WOODY Uh. Amigos! We·re all amigos! Satisfied. kisses both cheeks.) He approaches Woody. (I must have crash landed and had my memory erased. SPANISH BUZZ Me debo haber estrellado.flamboyant Latin-style -.. SPANISH BUZZ (CONT'D) ¿Quién anda ahí? ¿Amigo? O Enemigo? (Who goes there -.

SPANISH BUZZ Mi nave. PLAYGROUND . watching from the shadows. Potato Head wait inside a concrete pipe. MRS. LIFER Good luck. ¿Lo encontraste? !Excelente! (My spaceship? You know where it is? Excellent!) They pass the Lifer.NIGHT Jessie. They duck into the pipe. and Mrs. Bullseye. EXT. WOODY We don·t have time for this! C·mon! Woody grabs Buzz. JESSIE What took you so long? WOODY . Slinky. hustles him toward the playground door. Spotlights survey the playground. Woody has to grab him and pull him along. Spanish Buzz. Cowboy. and Barbie steal across the playground. does elaborate rear-guard defense poses. Rex. Hamm.I dunno! That part·s in Spanish! Patrol Truck lights pass by under the hall door. POTATO HEAD (points) Here they come! Woody. trailing behind.

. JESSIE Did you guys fix Buzz? HAMM Eh. She turns to the others. takes Jessie·s hand.. agitated. SPANISH BUZZ Mi florecita del desierto. Where·s Potato Head? JESSIE We haven·t seen him! Woody turns and peers out on the playground. the last to arrive.! I have never seen true beauty til this night!) Jessie is speechless. drops to his knees.. JESSIE (CONT'D) Buzz.. behind you! Someone·s coming! The Toys turn. Sort of.. Mr.. He approaches. 98Buzz is struck dumb. His heart melts.Things got complicated.! Yo nunca he visto la belleza verdadera hasta esta noche! (My desert flower. sees Jessie.irked.. Buzz. Cucumber Head steps into the light -. MRS. A tall figure looms. POTATO HEAD Jessie. Time slows. She turns to greet him. ..

Potato Head goes to him.! Tonight! Mrs.! Are you okay? MR. Slinky slides down. pops out the bottom.. POTATO HEAD You·ve lost weight! And so tall! Bullseye nudges Potato Head·s torso toward him. . all clear! ON THE PLAYGROUND The Toys shoot out the bottom of the slide. looks both ways. POTATO HEAD Darling. POTATO HEAD You would not believe. scamper off.. At the top of the slide. POTATO HEAD Ahhh.... POTATO HEAD I feel fresh! Healthy! It·s terrible! MRS.! What I·ve been through. TIME CUT: The Jungle Gym slide.MR. A Patrol Truck drives by. The tail wags. you·re a sight for detachable eyes! He plucks his eyes out and plants them on the spud. MR. MRS. Woody holds Slinky·s back end. 99WOODY (CONT'D) Okay..

CREAKING back and forth. walks toward their hiding place. Woody. Woody gestures ´We·ll go aroundµ. No one·s there. SQUEAK. Looks up and down. Bullseye leaps over the siding but the last Alien falls to the ground. gazing up at the moon. Bullseye and Woody tip-toe behind Big Baby. He walks off. Bullseye. sees Woody and the others still hiding. The lights of a Patrol Truck approach. back up! Woody backs into the shadows with Bullseye and the Aliens. Big Baby reaches the wood siding. They stop abruptly. Woody and Bullseye . Jessie does a thumbs-up. The Truck pulls up and stops. approach the wood siding for the swing set area. Big Baby is sitting on the last swing. looks over. Woody and the Aliens ride Bullseye across the playground swing set. Big Baby swivels his head 180 degrees. Big Baby dismounts. amid plastic shovels and buckets. WOODY Back up. Jessie looks back. et al lie low behind the siding plank -in the shadows. HOLD ON an overturned plastic bucket. Woody looks around desperately.They huddle behind the spring of an animal rocking swing. JESSIE Almost there! Jessie darts out. with others close behind.

!!! Mad with jealousy. Spanish Buzz grabs her. Jessie. Spanish Buzz takes Jessie in his arms. He throws down his dandelion. SPANISH BUZZ El Vaquero. As Jessie stands awkwardly. Abruptly. JESSIE Woody! Thank goodness! WOODY C·mon! We·re almost there! He and Jessie leads the Toys off. Finally. runs and gives Woody an impulsive hug. Woody pushes through the bushes -. share a relieved look. he narrows his eyes and runs after them. 100SPANISH BUZZ (CONT'D) ¡Ven conmigo! ¡Te mostraré las maravillas de la galaxia. impassioned courtship dance around her. y juntos lucharemos contra el despiadado Zurg! (Come with me! I will show you the wonders of the galaxy. At that moment. . watching from the bushes. Jessie leaves and together we will fight the evil Zurg!) He plucks a dandelion.. offers it to her. REVEALING Spanish Buzz -stunned and heartbroken. Spanish Buzz performs a solemn. sighs with relief..peek out from underneath. yanks her to him.

JESSIE Is it safe? WOODY I guess I·ll find out. pulling it down.NIGHT Woody leads the Toys to the trash chute. and grabs the handle. Woody begins a controlled slide down -. he hits a button.but can·t quite reach it.. He jumps -trying to grab the handle -. GARBAGE CHUTE . hand . WOODY Buzz. With a lovelorn glance at Jessie. acrobatic moves. smoldering.NIGHT Woody climbs in the chute with the others and peers down.! WOODY Way to go.feet first. Buzz! C·mon. POV -. gimme a lift! Buzz. everyone! The Toys boost each other up onto the trash chute lid. steps forward. TRASH CHUTE . SPANISH BUZZ Buzz Lightyear al rescate! (Buzz Lightyear to the rescue!) Buzz steps to the chute.EXT. c·mere. jumps up in a series of crazy... dramatically pushes Woody aside.The grimy metal chute recedes into blackness.. 101INT. SPANISH BUZZ Abierto.

S. Woody windmills his arms at the edge of the chute..) What·d he say? HAMM (O. ´All at onceµ.) I think he said. Spanish Buzz looks about.S.!!! They collide with Woody. TOYS Whoa! Watch out! REX Geronimo.! No! No! No! No! Too late. stands at the edge of the slide·s precipice... Above him.) Woody. The Toys slide down together.. Jessie grabs him. MR. confused and deeply disappointed.freedom. ANGLE -. He slips and it becomes an uncontrolled slide.. Jess.An alley. . JESSIE (O.! You okay? WOODY Come on down.S.. pulls him to safety.bracing. stars twinkle -. NOISES. He scrambles for traction. He gets up. But not all at once. POTATO HEAD (O. WOODY No. The trash chute cantilevers over a halfclosed dumpster. WOODY Thanks. eases to a stop at the bottom.

but I still got a spring in my step. He backs up. then leaps over the open pit to the closed lid of the dumpster. his Gang hops off a wall and joins him on the dumpster lid. two pink paws step in front of Slinky.. LOTSO (CONT'D) . REX He did it! HAMM All right.. falling from the lid..? Lotso kicks Slinky·s paws.. Slinky-kins! SLINKY Okay! Climb across! Suddenly. Behind Lotso..?!) WOODY Slink.?! (Where·s my spaceship... Lotso looms over him. He looks up. li·l doggy.. LOTSO You lost. He retracts. grinning.SPANISH BUZZ Donde esta mi nave. Lotso notices Woody among the others. He lands hard. clutches a metal handle.? Think you can make it? 102SLINKY I might be old. The Toys pull him to safety.

Stretch. fuming.wheels wobbling.if your kid loves you so much. one eye broken. as cheerful as ever..Well. He has no answer. Cowboy! They broke me. LIFER (via handset) I·m sorry. frayed phone dangling... the Octopus -.clambers down the chute.! Look who·s back! A NOISE. blocking an escape.Woody. well. Sheriff -. Lotso·s henchman -. LOTSO (CONT'D) Y·think you·re special.. His voice is hoarse. Cowboy? You·re a piece of plastic! You were made to be thrown away! VROOM! A garbage truck turns into the far end of the alley . LOTSO (incredulous) What are you doin·?! Runnin· back to your kid? He don· want you no more! WOODY That·s a lie! LOTSO Is it? Tell me this. why is he leavin·? 103CLOSE ON -.! Lotso turns to the Toys. The Toys turn. The Lifer Phone wheels into view -.

the Octopus.! He bangs his cane. BARBIE Jessie·s right! Authority should derive from the consent of the governed! Not from the threat of force! Hamm and Potato Head share a glance -.. join our family again? He smiles. Stretch. LOTSO If that·s what you want. And you need to avoid that truck. begins to prod . Why don·t you come on back. Woody seethes -. eyes burning. it·s a prison! You·re a liar and a bully and I·d rather rot in this dumpster than join any family of yours! Barbie steps forward..Huh? Lotso grins. LOTSO (CONT'D) Speak of the a loss for words. Jessie steps past him..! (turns back) Now we need toys in our Caterpillar Room..and RUMBLES toward them. JESSIE This isn·t a family. Lotso turns.

the Toys toward the precipice. The Toys grab him. earnest and heroic. She sighs. He runs to Lotso. LOTSO Fine! Why don·t you join her?! He tosses Ken across the dumpster chasm. KEN Everyone! Listen! Sunnyside could be cool and groovy if we treated each other fair! (points) .! LOTSO She·s a Barbie doll. Ken! There·s a hundred million just like her! 104KEN Not to me there·s not! He glances at her. Abruptly. Lotso picks up Ken. Ken bursts from the shadows -. Ken! Ken stands and addresses Lotso·s Gang.. KEN Barbie! Wait..still in his underwear. Barbie hugs him. KEN (CONT'D) Don·t do this. BARBIE Oh. Lotso.! Everyone turns. pull him to safety...

His face hardens. really! Chew on that when you·re at the dump! He turns away. WOODY Daisy. Lotso is amused.. Woody steps forward. Lotso turns to the Toys.? You used to do everything with her! LOTSO Yeah -. There·s a shift in sympathy but no one wants to stick their neck out.! What about Daisy? Lotso keeps a steely composure.It·s Lotso! He·s made us into a pyramid and he put himself on top! Lotso·s Gang eyes each other. The truck RUMBLES closer -.two dumpsters away. LOTSO (CONT'D) I didn·t throw you away.. Ain·t one kid ever loved a toy. LOTSO Anyone concur with Ken? No one moves. LOTSO I don·t know what you·re talking about... WOODY Wait.then she threw us out! 105WOODY . Your kid did.

no one could! You lied to Big Baby and you been lying ever since! Woody yanks something from his holster. at the pendant -.?! WOODY She loved you. BIG BABY Mama. His lip trembles. It·s the rusty old pendant.... Lotso is stunned. Big Baby stares. Lotso.a token of his long-lost love.she lost you! LOTSO She replaced us! WOODY (pointing) She replaced you! And if you couldn·t have her.. He picks it up. ´My Heart Belongs To: DAISYµ. LOTSO She never loved me! WOODY As much as any kid ever loved a.. He pokes Big Baby like a bully. toy! Woody throws the pendant.! Lotso grabs the pendant. It lands at Big Baby·s feet..No -. LOTSO Where·d you get that.. . electrified..

He lands in the shadows. LOTSO (CONT'D) Put me down! What·re you doing? Big Baby carries him to the edge of the dumpster. looks want your Mommy back? She never loved you! Don·t be such a baby! He throws it down and CRUSHES it with his cane. the Big Baby tugs at the open dumpster lid.LOTSO What -. yells at Stretch the Octopus. They teeter at the edge of the precipice. Big Baby shrinks back. Stretch advances on Woody and the Toys. Big Baby·s face crumples. sneering. no one moves. With a CREAK. hurt. Lotso faces them. Big Baby tosses Lotso into the dumpster. 106LOTSO (CONT'D) We·re all just trash. LOTSO (CONT'D) Help me! Help! Around the dumpster. LOTSO (CONT'D) Push ¶em in! All of ¶em! (to his Gang) This is what happens when you dummies try to think! He shoves Big Baby. Lotso is lifted from behind by Big Baby. . waitin· to be thrown away! That·s all a toy is! Abruptly. Lotso turns.

pitiless -.. JESSIE Woody.. then runs back.15 seconds -. and help each other clamber onto it. A the lid SLAMS down. REX He·s gone!!! MR. Spanish Buzz gestures.LOTSO (CONT'D) No.. No one can believe it. One Alien is stuck.. At the crack between the two lids are the three Aliens..! Woody yanks the Alien free. The garbage truck is only 100 feet -.! For crying out loud! Woody glances at the approaching truck. VROOOM! The Toys turn. Woody turns... WOODY (CONT'D) Oh. .. shutting Lotso in.blank-eyed.! KLOON! Big Baby watches -.. POTATO HEAD Holy cow!!! BIG BABY Ah-pppbbblllmmmmmmm. He struggles while the other two stand around ineffectually.. WOODY C·mon! Hurry! The Toys hop on the now-closed dumpster lid.! Wait. rush to the retaining wall.!!! He blows a RASPBERRY at Lotso.away.

boy! Incoming! BA-BOOM! The truck·s forks slide into the dumpster and begin lifting it up. Woody calls out.! They all try to lift the dumpster lid. Woody tries to free himself. as Woody disappears. It won·t budge. WOODY .. The dumpster rises up. up. but the paw drags him slowly into the dumpster·s depths.. Barbie tries to follow too.. The truck turns and approaches the dumpster. fork out. andale! (Cowboy. As the dumpster tilts. up -. KEN Barbie. but a pink paw grabs his leg.. As the dumpster nears vertical. The Toys watch. no.and begins to tilt. horrified. but Ken holds her back. hurry!) The Aliens retreat to safety. HAMM Oh. As it rises past the retaining wall Jessie and Buzz fearlessly jump onto the rising dumpster. the lid swings open and trash begins pouring into the truck.107SPANISH BUZZ Vaquero. JESSIE C·mon! The other Toys follow. they start to lose their footing. Woody tries to follow.

All the Toys fall into the truck. awash in garbage. burying her head in Ken·s comforting arms. GARBAGE TRUCK . 108INT.on the wall -. INT. BARBIE No. He GLOWS.NIGHT The Toys congregate around Buzz. Barbie -.Jess! JESSIE Woody! Woody falls into darkness.!!! She turns away. you imbecile! We·re doomed! Buzz pulls himself from a mound of garbage. The dumpster LURCHES to a stop.reaches forward. WOODY Everyone! Go to Buzz! C·mon!!! The Toys begin wading toward Buzz. A FLASH of pink goes by -Lotso tumbles past. EXT. POTATO HEAD Of course not. STREETS . WOODY Can you hear me?! Is everyone okay?!! MR.NIGHT The garbage truck rumbles through the streets. ... GARBAGE TRUCK .NIGHT The Toys find themselves in darkness.

? Rex.. Somewhere in the DARKNESS. the Toys watch. 109CLUMP! Something large falls behind them.. aghast. Against the back wall.... everybody! Quick! He leads the Toys to the front of the truck. SPANISH BUZZ Senorita. WOODY (CONT'D) Against the wall..terrified. A trickle of garbage begins to sprinkle down from above.. tilting. The hydraulic motor STARTS... HAMM . where are you. dodging madly while trash rains down upon them.) Buzz.S.! Buzz runs through the falling trash until he finds her pressed against the far wall -.WOODY We all here? Slinky.. Buzz takes Jessie·s hand and they run across the garbage truck bay. Woody looks up...! He turns. her voice rings out. seeking shelter.? The truck lurches to a stop.?! (Miss.! Miss. SPANISH BUZZ Senorita! Senorita. Garbage is falling out of the dumpster directly above them.. donde estas.?!) JESSIE (O.. They look up. Buzz remains behind. A dumpster appears above them.

dodging and weaving. y·all! I found him! They rush over and drag Buzz from the pile. Jessie runs forward and begins digging.! She hugs him. shakes him.. JESSIE Buzz. WOODY Anyone see him?! SLINKY Over here. Jessie shakes him again. sobbing. The other Toys join her. She turns. . A deluge of trash piles on top. JESSIE No.They·ll never make it! Buzz grabs Jessie and carries her -. you okay?! Buzz! Buzz!!! No response.. MRS. Buzz lunges and tosses Jessie out of the way.. Buzz·s eyes are closed. An old TV set falls towards them. A SCRAPING sound above. CRASH!!! The TV smashes down on Buzz. Jessie pops his shield.. burying him completely. JESSIE Buzz. POTATO HEAD Look out! Buzz and Jessie look up. And again.!!! As the dumpster above recedes.

partners again. He sniffs the air with distaste. BUZZ (CONT'D) But. Buzz sits up. you·re back. Buzz! You·re back!!! You·re back. Where are we now?! REX (excitable) In a garbage truck on the way to the . 110Buzz frowns. eyes open -. Space Ranger! BUZZ Woody! Woody smiles -..disoriented. was it? JESSIE Oh. Jessie pulls away. then lurches back. Then he sees the others. you·re back!!! She throws her arms around him. The Toys gape at him in open-mouthed wonder. BUZZ Yes.. Buzz jack-knifes forward. Buzz looks around. I·m back! (beat) Where·ve I been? WOODY Beyond Infinity. hugs him tight.A BEEP. BUZZ That wasn·t me.

WOODY Hold on! We·re going in. A trash pit is revealed below.stay together! Everything lurches. tilting 70 degrees. DUMP .NIGHT The Toys cling together.NIGHT The garbage truck drives in the entrance. INT. EXT. WOODY Everyone -. 111INT. DUMP . TRI-COUNTY DUMP . The stream of garbage becomes a torrent.. onto the dump below. allowing garbage to spill out.. GARBAGE TRUCK .! EXT.dump! Buzz·s smile freezes. The Toys look around. The BEEP-BEEP-BEEP backing-up alarm begins to sound. screaming. The Toys begin sliding out.. GARBAGE TRUCK .NIGHT The garbage truck tilts up -. GARBAGE TRUCK . Trash begins pouring out the back. EXT. The truck bay begins to tilt. as they slide out into ..! TOYS Whoa.NIGHT The back flap opens.higher and higher. INT.NIGHT The garbage truck extends fully.NIGHT The truck grinds to a halt.

they·re gone. EXT. the trio of Aliens is bathed in headlights.. The Toys are pushed backward toward a trench.! No!!! Suddenly. MR. 112Woody turns. ALIEN The Cla-a-a-aw! They toddle off toward it.Oooff! A plastic bag whips by... Hamm and Rex unearth themselves. Just like that. He·s in a vast. He sits up.. wind-blown landfill. POTATO HEAD My Babies.. Before anyone can react. Nearby. a bulldozer passes over them.with giant. studded wheels and a massive grate -.the open night. POTATO HEAD You got all your pieces? The Aliens pop up.. WOODY (CONT'D) . no.!!! A blinding LIGHT pours over her and envelops the Toys. Rex SCREAMS. Potato Head helps Mrs.NIGHT Woody lands on a trash heap -. Mr. MRS. Potato Head up. WOODY Hey! the distance. GARBAGE PIT .is heading right at them. One points to some heavy machinery -with a giant claw -. A bulldozer -.

get down from there! A hammer shoots up and CLANKS on the belt. CONVEYER BELT ..! SLINKY Woody... VWOOSH! Slinky is pulled up OUT OF FRAME. narrowly missing Slinky.! Slinky is fixed to a fast-moving conveyor belt above them. INT.. Jessie yells. EXT. CONVEYER BELT .NIGHT The Toys land on a conveyor belt entering a dark tunnel.Hang on! They tumble as the bulldozer pushes them over the edge. WOODY Slinky. other pieces of metal begin FLYING UP and sticking to the ceiling belt. JESSIE It·s a magnet! Watch out! . The other Toys gather round. All around them. MRS. WOODY (CONT'D) Slinky..NIGHT Woody sits up and watches the light receding behind them. Woody runs after him. POTATO HEAD Woody! What do we do? WOODY We·ll be okay if we stay toge--..

. 113Ahead is a Shredder -.! Help me!!! Woody turns. LOTSO (CONT'D) . a pink paw thrusts out from the belt below.High above. HAMM You heard the guy.two fast-spinning vertical cylinders that shred everything on the belt. a CD.S. BUZZ Quick! Grab something metal! He grabs it and is pulled up to the magnetic belt. Suddenly. etc.! Each Toy grabs a metal object and lifts -. LOTSO (O. SLINKY Uh. Woody grabs a metal handle and flies up. Buzz sees a lunch box near him starting to quiver. the last.) Help. grabs an aluminum can. sticking to the ceiling belt. the ceiling. you might wanna take a look at this! The Toys scramble up a pile of debris.. Hamm dives into a nearby pot and is lifted upwards..CLUNK! -. Slinky looks around.. he grabs a metal fan and sails up to safety.. Lotso is pinned under a golf bag. REX It·s not working!!! Finally...

He and Buzz point the club skyward.. then at Woody. Sheriff. They·re pulled up to safety as the golf bag is pulverized. The magnet tugs it upward. The bag finally lifts.. JESSIE Woody. Jessie eyes the approaching shredder.!!! Woody.. Woody struggles to lift the bag.and Lotso scrambles out. He lets go...... LOTSO Thank you. They still can·t move it. Together.. LOTSO Thank you! WOODY Don·t thank me yet.. Buzz grabs it. runs back to Lotso.. Lotso looks back at the shredder. Woody grabs Lotso. they pull it down and jam it under the bag for leverage.I·m stuck! Help!!! Please! Woody looks at the approaching shredder..?!!! Woody and Buzz push together. Woody pulls out a golf club.! Woody lands on the belt. 114WOODY Go! Go! .! . Buzz drops down next to Woody. JESSIE Buzz.

(turns) Right guys.. WOODY (CONT'D) Guys?! JESSIE (O.S.At the end of the conveyer belt.. fast-moving conveyer belt with metal walls. DUMP / STAIRWAY TO HEAVEN .WOODY We·re all in this together. Woody and Buzz let go and plummet. REX Woody! Look! I can see daylight! We·re gonna be okay! Rex points to a bright amber GLOW at the top of the belt. WOODY I don·t think that·s daylight.) Woody! Down here! Jessie and the others wave from a conveyer belt far below.. The toys scramble forward. JESSIE Woody! The toothed belt begins to ascend upwards. The Toys gather around. garbage . Woody·s smile drops. FAST TRACK -. Buzz and Lotso land on the bed of a big..? All the Toys have vanished.NIGHT Woody. EXT.

Woody. The Toys watch Lotso -. duck and hurdle over the coming trash. The Toys reach the belt·s acme -. WOODY (CONT'D) Hurry!!! Lotso reaches the walkway where the blue button glows. but they·re no match for the speed of the rising conveyor.heels at the edge of the waterfall of trash cascading to a melting. grabs the bottom rung.! The button! Help me! The Toys look back. WOODY (CONT'D) Run!!! 115Unable to jump off. A pulsing blue LIGHT. WOODY Go!!! Go!!! Hit the button! Lotso scrambles up the ladder toward the glowing button. churning vortex. He looks up. He .as he climbs. They dodge. As they pass. High on the wall ahead is an Emergency Stop button.. Buzz and Jessie boost Lotso up. LOTSO Sheriff. The Toys are carried up the conveyor belt toward the pit. falls. He can·t pull himself up. see Lotso. the Toys begin running down the belt. Lotso stays focussed on the button above him. Lotso leaps up..falls into a burning. A ladder leads to the button. churning vortex. Lotso trips.receding -.

Sheriff?! He turns.. towards the incinerator. No. LOTSO Where·s your kid now. runs off down the walkway... INCINERATOR HOPPER . EXT. get up and slip again.! No. .at the helpless Toys. They slip.!!! BUZZ Lotso. fall.NIGHT The Toys land in a giant vortex of trash being sucked down into the glowing eye of an incinerator.. gives a salute. fighting against the trash tumbling into the vortex of fire. climbing desperately. The ROAR is overwhelming.turns and looks -.. It·s chaos -. WOODY (CONT'D) Just push it! Push it! BUZZ Push it!!! Lotso smirks....!!! 116The Toys YELL as they tumble off the belt. Rex slides past Woody.malevolent -.. WOODY No. It·s a nightmare -no matter how fast they climb. Woody stands and starts trying to climb out..trash tumbles over itself as sparks and ashes fly through the air. they inexorably slide backwards. The Toys do the same.

Woody takes Buzz·s hand. As they approach the vortex. Jessie looks at Buzz. Woody stares at the fire. Hamm reaches out to Rex. The Toys close their eyes. closing them in its grip. Mr.! What do we do? Buzz looks at her. There·s no way out. Jessie grabs Bullseye·s hoof. Buzz reaches out to Woody. slides further toward the inferno. ..REX Ahhhhhh! WOODY Rex!!! Woody grabs Rex·s hand. They soar into the air. away from the ROARING incinerator. The Potato Heads hold each other. The Claw plunges into the trash around them. A giant mechanical Claw lowers towards them. This is the end. takes her hand. Slinky takes Hamm·s hand. turn away.. They are all being pulled inescapably downward. 117A LIGHT from above shines in Woody·s face. shuts his eyes. He reaches out. Potato Head grabs Rex.. heat waves blast their faces. JESSIE Buzz.. and the circle is complete. then raises them up. He opens his eyes.

.. SLINKY You·re darn tootin·! HAMM You said it! Buzz and Jessie sit up. and are profoundly shaken. COUGHING and GROANING like shipwreck survivors. They spill out. . Potato Head stares at the sky. still holding hands. The Claw spins. REX Whew.Woody looks around in disbelief.NIGHT In the booth. She looks at him. the Aliens man the joysticks. dropping the Toys to earth. passing in front of the crane booth. CRANE OPERATOR·S BOOTH . Woody sits up. EXT. DUMP . POTATO HEAD Y·know all that bad stuff I said about Andy·s attic? I take it all back. smiles. MR. looks around. He smiles and holds her gaze. ALIENS The Clawwwww!!! They lean into the joystick. INT. Rex pops up through trash. steering the Claw to safety.! They have faced death and survived.DAWN The Claw lowers and opens.

The Potato Heads turn.. . 118MRS. Are eternally grateful! Potato Head scoops them into his arms for a big. freezing. MRS.. then drops.. POTATO HEAD (CONT'D) You saved our lives.. Potato Head·s hand. darling! You were so brave! A SQUEAK. HAMM Hey! Where·s that furball Lotso? SLINKY I·d like to loosen his stitching! WOODY Forget it. Potato Head takes Mr.. FOOTSTEPS..! MR. proud hug. POTATO HEAD Oh. EXT. GARBAGE DUMP. MR.!!! Hamm looks around. A truck·s wheels SCREECH to a halt in front of Lotso..Mrs. A door OPENS and SHUTS. He turns.. POTATO HEAD (CONT'D) My boys.! ALIENS Daaddddyyyy.DAY Lotso limps toward the dump exit. POTATO HEAD And we. A NOISE. A hand picks him up. guys. see the Aliens approach. He·s not worth it. ELSEWHERE .

The truck RUMBLES off.we gotta get you home! BUZZ . On the grill are a couple of muddy. GARBAGE MAN ONE (CONT'D) (nostalgic rapture) Strawberries. The others SNICKER. He comes to life. Woody -. bug-spattered Plushies. FROG Hey.DAY The truck exits the dump -.GARBAGE MAN ONE (O. including a sad-eyed FROG. inhales.! (Lotso turns) !Y·might wanna keep yer mouth shut.. buddy. ANGLE -.. Lotso WHIMPERS.) I had me one a these when I was a kid! He buries his nose in Lotso·s tummy. REVEALING the Toys.S. panicked.S.. GARBAGE DUMP . Jessie sees Woody lagging.S.) Hey! GARBAGE MAN TWO (O..The truck passes.Lotso strapped to the grill. JESSIE C·mon..) Whatcha got? GARBAGE MAN ONE (O.! 119EXT.. unaware of Lotso·s karmic comeuppance.

MRS. Jessie steps to him.... He glances at them... POTATO HEAD (CONT'D) He·s still packing. comes the air-guitar WAILING of Andy·s Neighborhood Garbage Man. Together. JESSIE We·re Andy·s Toys. MRS. . Woody smiles. POTATO HEAD Wait a minute! Wait.. What about you guys? Maybe the attic·s not such a great idea. HAMM He lives halfway across town.! REX We·ll never get there in time! 120The Toys glance at each other. ´College Boyµ! WOODY But.. I·ll check! She covers her good eye... WOODY I just hope he hasn·t left yet. uneasy.! (GASPS) !But he·s almost done.. Then. BUZZ We·ll be there for him.. concentrates. Woody..That·s right. distantly.

boy.. As the garbage truck passes. C·mon. The Toys react to the cold water. BACK YARD . Buzz closes his helmet.!!! Brrr. They brighten. EXT. The Toys huddle while Woody hoses them off. just a few more boxes in my room.Woody·s hand comes in.. Woody peeks around. DRIVEWAY . MOLLY C·mere. honey? You got everything? ANDY Yeah. that·s enough!! .DAY TIGHT ON SPIGOT -.DAY Andy·s loading up his hatchback with boxes.!!! Stop!!! HAMM That·s enough. At the curb. Molly·s on the lawn playing with Buster.. c·mon! INT. turns it. that·s enough.. Buster! MOM Is that it. WOODY Okay. REVEAL the Toys hiding behind a garbage can.The Toys turn. TOYS Eeeaauggh.. see him a dozen yards away.. gestures to the other Toys.

MRS.. GRABBING the subjective eye. Potato Head stops. scrambling across the room. go! The Toys run off.DAY Slinky heaves himself up to the edge of the garage roof. GARAGE ROOF . The Toys climb into a box marked ´Atticµ. Potato Head·s feet are in front of us. puts a hand over her working eye. the Toys scurry up his Slink.) There you are. . tickled.O. EXT.DAY Buzz and Woody peer in. BUZZ All clear.. Buzz helps them.. looking out. The other Toys follow. 121INT. POTATO HEAD (V. Potato Head pulls off his nose. go! Go.! They clamber through the window. facing away.! The feet turn and a hand reaches TOWARD US.. then make their way along the roof towards Andy·s open window.. One by one.WOODY All right. And GIGGLES. TRANSITION: She pops her eye back in. TRANSITION: POV -. Mrs. blinks. jump to the floor.Under the bed. Mrs. blows out a spray of water.. ANDY·S ROOM .

. Slinky lowers a paw. turns.S. Woody offers a hand. POTATO HEAD Yeah... SLINKY (O.. POTATO HEAD He·s a good kid.. take care of Andy. 122REX Woody. Woody looks up. He scrambles back toward Buzz. .. They shake. HAMM Yeah. WOODY I will.) Hey.On the desk is a box marked ´Collegeµ.. Woody heads for it. This may be the last time he ever sees the other Toys.. but not too much fun! Woody laughs. WOODY (CONT'D) This isn·t good-bye. Tell him to get a haircut. SLINKY (CONT'D) !Have fun at college. WOODY Buzz. He reaches the box. MR. shakes hands with Slinky. Woody. Buzz turns. MRS.

Besides.) Honey. Woody gives Buzz a·ll be okay in the attic? JESSIE ¶Course I will. Buzz climbs in the Attic box with the others.) I·ll get something on the way. Woody and Jessie share a smile.S.Woody sees Jessie. Woody smiles.? He turns.´I know about Buzz·s ´Spanish Mode. MOM (O.there·s so much he wants to say. looks back at his friends. BUZZ You know where to find us. Woody turns to Buzz -. you want some food for the road? ANDY (O.S. Woody jumps on the edge of the College box. BUZZ My what. confused. Woody lowers into the College box. The Toys duck in the . He turns.. runs to the desk.... WOODY (CONT'D) Jessie -. FOOTSTEPS climb the stairs. Buzz just smiles. Buzz smiles. (leans in) . salutes back.. On the desk. Cowboy.

. MOM I know.! Andy. THE PHOTO Of young Andy.C.Woody can half-see Mom hug Andy. TRACK IN ON . Andy.! It·s okay.Attic box. it·s just. is abashed. MOM Oh. playing with Woody and the other Toys. we·ve said goodbye like ten times! Mom stops. suddenly overwhelmed.) Mom.. ANDY You will be. pull the flaps shut just as Andy and Mom enter. ANDY (O.. POV -.. noticing something. IN THE COLLEGE BOX Woody quietly peeks out the hand holes. ON WOODY He turns and glances off.. MOM Did you say goodbye to Molly? 123ANDY Mom. The room is empty. Mom.. beside her. I wish I could always be with you...

Woody jumps out of the box.) Of course I will. jumps on the Attic box.! (to Buster) Who·s a good doggie?! Who·s a good doggie?!!! I·m gonna miss you! While Andy scratches Buster·s belly.Woody. looks up at the door. Buster starts BARKING. Mom and Andy·s words echo in his head. grabs a pen and a sticky note. looks up... MOLLY (O. Aren·t you gonna say goodbye to Buster? Andy and Mom step into the hallway.) C·mon. WOODY POV -. 124ANDY (O. . Woody gasps.) Hey.) He·s telling you to go already. MOLLY (O. FOOTSTEPS and collar JINGLES approach. Woody finishes writing. starts frantically writing.C.. Suddenly.C.S.. Woody half-smiles -. Molly steps to the room·s threshold with Buster. MOM (O. He sneaks across the room.His GAZE SHIFTS from Andy-holding-Woody to epiphany. Sadness and uncertainty are replaced by happiness and determination. get the rest of your things.

Mom and Molly stay in the hallway.! He digs through them -.) It·s up to you. CAR ... He picks up the Post-It.pulling a few out. making sure they·re all there -.S. Mom. A box with ´Atticµ crossed out sits in the passenger seat. He opens the flaps. Buster. ANDY Okay. EXT. So. Andy turns..DAY . He stops.DAY Andy cruises. CUT TO: 125INT. Whatever you want to do. noticing the yellow Post-It on the box top..THE DOOR Andy walks in. He calls out.smiling with fondness and relief. looking for an address. crouches to pick up the Attic box. reads it. finding all of his Toys. you really think I should donate these? Mom answers from the hallway. ANDY (CONT'D) Hey. The car slows. ANDY (CONT'D) Hey. honey.TRACK IN -. MOM (O. don·t let Molly near my stuff. HOUSE .

. sees Andy.? Bonnie·s Mom looks over. . BONNIE (CONT'D) Mom.. glances at the box.exuberant and unself-conscious.COLLEGE BOX -. It matches. BONNIE No! Don·t go in there! The bakery is haunted.!!! (another voice:) Shhhhhh!!! Are you crazy?! You·ll wake up all the ghosts! Andy watches Bonnie play -.The address on the front gate. Andy sees Bonnie playing in the front yard.. Andy stops. TRACK IN -.Andy grabs the box and gets out. while her Mom and Dad garden nearby. left behind. On the Post-It is written: DONATE TO: Bonnie 1225 Sycamore Road TILT UP -. POV .Andy crosses the street and approaches the house. She stands. BONNIE (CONT·D) Look out! The ghosts are throwing pies! Splat! Splat! Splat! Bonnie notices Andy and immediately stops playing.The hand slot of the College box..

.! You hear that. Someone told me you·re really good with toys. ANDY (CONT'D) I·m Andy.. These are mine. what can we do for you? Bonnie goes and stands behind her Mom. BONNIE·S MOM Ohhh. BONNIE·S MOM So. curious. I have some toys here. Right now. actually. Bonnie? Bonnie peeks around her Mom.BONNIE·S MOM Andy... ANDY So you·re Bonnie? He hunches down so he·s eye to eye with her. ANDY Uhh.! ANDY Hi! Andy lets himself in the gate. but I·m going away now... 126BONNIE·S MOM Wow! Look at you! I hear you·re off to college?! ANDY Yeah. so I .

!!!µ He thrusts Rex at her. Bonnie is uncertain. as Jessie) Yee-haw! Here. toughest cowgirl in the whole West. Bonnie looks at her Mom. most terrifying dinosaur who ever lived.. Andy sits in front of her. then.. He opens the box. (dinosaur voice) ´Raaawwwrrrrr. takes them. Bullseye. You gotta keep ¶em together ¶cause they·re madly in love. Bonnie backs up. pulls out Jessie and Bullseye. but none more·n her best pal. ANDY (CONT'D) The Potato Heads -. grins. Andy pulls out Slinky and Hamm. 127Andy pulls out the Potato Heads.need someone really special to play with them. who nods. She loves critters. takes him. . She walks forward. crosslegged. A smile escapes Bonnie.Mister and Missus.the meanest. Andy gives Jessie and Bullseye to her. Bonnie nods. ANDY (CONT'D) This is Rex -.the roughest. (whinnies. Andy pulls out Rex. ANDY (CONT'D) This is Jessie -.

ANDY (CONT'D) And this is Buzz Lightyear -. ANDY (CONT'D) These little dudes are from a strange. takes them... he can fly...ANDY (CONT'D) Now Slinky here is as loyal as any dog you could want..Evil Dr. But Hamm? He·ll keep your money safe. ANDY (CONT'D) but he·s also one of the most.And shoot lasers.. He drops a quarter into Hamm·s slot.Pizza Planet! She smiles. Pork Chop!µ Bonnie smiles. (Hamm voice) ´..the coolest toy ever.... alien world -.. Bonnie presses a button on him. He hands them to her. dastardly villains of all time. then pulls out Buzz. BUZZ . Look. He pulls out the three Aliens.... (deploys wings) . (fires laser) He·s sworn to protect the galaxy from the evil Emperor Zurg! Andy hands over Buzz.

he·s been my pal as . BONNIE My cowboy! 128Andy looks down. WOODY (voice-box) ´There·s a snake in my boot!µ Bonnie giggles and reaches for him. you gotta promise to take good care of these guys. Woody -.. sees Woody lying in the box.gentle and serious.. Bonnie nods.´To Infinity.amazed -. They mean a lot to me.. ANDY Now. Bonnie points. Her eyes go wide. confused. but Andy instinctively pulls Woody away.pulls Woody·s pull-string. Bonnie looks at Andy. Andy looks down at Woody.? What·s he doing in there? He lifts Woody out.. happily surrounded by Andy·s toys. makes a decision. BONNIE ´There·s a snake in my boot!µ Andy -. ANDY Now. She glances in the box. He holds Woody out -. ANDY Woody. And Beyond!!!µ Bonnie looks up.

long as I can remember. Y·think you can take care of him for me? (she nods) Okay. But the thing that makes Woody special? Is he·ll never give up on you -. They EXIT FRAME. Bonnie joins in the play.DUSK . no! The ghosts are getting away! Woody·ll stop ¶em!! She swoops Woody in the air. BONNIE·S HOUSE .MONTAGE Bonnie and Andy play together with all their Toys. Andy suddenly grabs Hamm. Pork Chop·s attacking the haunted bakery! Pchoo! Pchoo! Without missing a beat. BONNIE·S HOUSE . then. no matter what. ANDY Pchoo! Pchoo! Pchoo! 129EXT. BONNIE Oh. and smart. Andy grabs Slinky and gives chase. like a cowboy should be.ever. He·s brave. no! Dr. EXT. He hands Woody to Bonnie. He·ll be there for you.LATE AFTERNOON . ANDY (CONT·D) Oh. She hugs him. And kind. laughing.

On the porch.And pulls away. and fluffy clouds.let·s get some lunch. .. Andy smiles..C. Buzz puts an arm around Woody.. She clutches Woody. BONNIE Look. . Mother and daughter laugh as they step into the house. partner. He gets in his car. turns.. She scoops up Bonnie. and we. Bonnie makes Woody·s arm wave at Andy. BONNIE·S MOM (O. He takes one last look at all his Toys on Bonnie·s porch. swings her around. the Toys come to life. Bonnie stands on the porch..Andy walks to his car. WOODY So long. CRANE UP TO . sit up.) C·mon -.. ANDY Thanks. the Toys scattered at her feet. They watch Andy drive off. and Woody in Bonnie·s arms. guys. Mommy! They·re all playing together! Bonnie puts Woody down and runs to her mother·s arms.Blue sky. The other Toys gather around.. Woody watches Andy drive away..


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