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 “3” into it.

IMAGE bursts into FLAMES... EXT. OLD WEST - DAY A train races across the desert. MOVE IN on an ARMORED CAR. Suddenly, the roof blows open. EXT. TRAIN - DAY Money bags fly out. ONE-EYED BART (Mr. Potato Head) follows. Ha!

ONE-EYED BART Money, money, money! Ha! Ha! Bart stashes the loot. Hey!

Suddenly, a lasso yanks his arm off. ONE-EYED BART

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. Ai! VOICE (O.S.) 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...

2 GALLOPING HOOVES TILT UP to find Woody, riding BULLSEYE, JESSIE at the reins. JESSIE I believe you dropped something, Mister! 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. Woody, Jessie, and Bullseye gasp. Oh no! The orphans! WHIP PAN -- A train car of TROLLS lean out the windows. One-Eyed Bart cackles. ONE-EYED BART Hate to leave early, but our ride is here. HONK-HONK! A pink Corvette, driven by the three ALIENS, pulls up alongside the train. Oooooooooo! ONE-EYED BART It’s me or the kiddies, Sheriff! Take your pick! The Potato Heads leap off the train into the Corvette. They speed off. Woody looks at the out-of-control train. ALIENS WOODY JESSIE The bridge explodes. ONE-EYED BART

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

Porkchop!!! We FLY UP to. OooOOOOoooo! Buzz flies out of the sun. The Corvette is sliced in half.. SLINKY springs down the canyon walls. The halves fall away. Everyone looks up. coils crackling with energy. Bart kisses his loot. An enormous. A shadow. firing his laser. Woody and Jessie step up. laser poised. The ground bursts open. BUZZ Evil Dr. I brought my dinosaur. WOODY Well. Buzz lands nearby.The Corvette speeds past. The Outlaws laugh gleefully.4 WHIP PAN -. An ENERGY BUBBLE forms around them. BELLOWING. He leans toward Bart. From above. The Outlaws tumble into a heap. point. lets out a fearsome ROAR.. Sheriff! brought my attack dog with a built-in force field! Bart WHISTLES. An intense HUM.. The Aliens see something in the sky. ALIENS WOODY Reach for the sky! ONE-EYED BART You can’t touch me. who eats force-field dogs! JESSIE Yo-Dee-Le-Hi-HoooOOOOOOOO! The Earth trembles. He circles the gang. Cracks form.. Rex stops. I A giant REX emerges. . pig-shaped spaceship hovers above them. bites his tail.

On Woody and Buzz.5 INT. and the Aliens are suddenly beamed up. Buzz turns away. sporting a bowler. Buzz and Jessie are overtaken and pinned down. Slinky.. YOUNG ANDY (AS WOODY) Buzz! Shoot your laser at my badge! YOUNG ANDY (AS BUZZ) Woody. Andy’s hands move Woody as he “talks”. He pushes it. A giant laser cannon powers up with a deafening HUM. Buzz and Jessie flee. The spaceship’s snout rotates and opens. Woody.DAY Andy imitates One-Eyed Bart’s LAUGH. Betty. A red button: DEATH BY MONKEYS. SPACESHIP .finger on the trigger. PORKCHOP That’s Mr.. taking him down. Evil Dr. eyes shut. A yellow barrel is dropped. CUT TO: INT. Woody. EVIL DR. ANDY’S ROOM . Porkchop to you! Bart.DAY DR. Woody grimaces. Rex ROARS. The ship’s belly swings open. PORKCHOP (Hamm) sits on the bridge.. Bart LAUGHS and reaches for a button marked with a skull and crossbones. Hamm flips open a switch. Bart LAUGHS louder. Jessie turns away. Bart CACKLES -. The barrel falls. no! It’ll kill you! Just do it! YOUNG ANDY (AS WOODY) . The Monkeys swarm over him. It explodes into a mushroom cloud of crazed red monkeys.. The Monkeys come after them.

Buster enters. BEGIN MUSIC -. Andy.C. in his cowboy hat.C.. toddles in. MOLLY.!? MOM (O. .... The CAMERA PIVOTS UPSIDE-DOWN. CUT TO: CAMCORDER POV . YOUNG ANDY Mom. jumps around making EXPLOSION NOISES. a Barrel of Monkeys. laughing. Mom! It’s...“You’ve Got A Friend In Me” . that dangles from the ceiling.HANDHELD MOM’S hand pushes open a door.PPPKOOOOOSHHH!!! The Toys tumble to pillows on the floor. knocking over Tinker Toys. makes a ricochet sound -. crudely fashioned into a spaceship..PSHOO! -.Where Hamm. Bart. YOUNG ANDY (as Woody) You’re going to jail. A 50foot baby from outer space! She’s on a rampage! Run for your lives! Andy races around. 2. 8.6 Andy presses Buzz’s laser. revealing Mom’s face. Oh. MOM Does the red light mean it’s going? The TAPE GLITCHES and we JUMP TO.! YOUNG ANDY No..) No. Andy hits the carton -. etc. Camera ZOOMS IN.. Andy looks up. He’s turned his room into a Western “set” complete with a Tinkertoy trestle bridge.! Keep playing! pretend I’m not here. no. BARKING. stops. no! MOM (O.. it’s okay. Just Suddenly. the Potato Heads and the Aliens perch on a winged cardboard Woody’s badge and traces a line into the air...) Molly. Chaos.

charming. JUMP TO: EXT. wearing party hats. including for “Slinky” and “Slinky’s Butt”. ANDY’S ROOM .DAY . eating cake.HANDHELD CAMCORDER POV Molly sits in a high chair. Andy holds Woody up to CAMERA. ANDY’S KITCHEN .DAY . cake crumbs flying.) Look how tall you’re getting! Andy steps away and beams. YOUNG ANDY (AS WOODY) Happhy Brffday!!! JUMP TO: INT.C. holding Woody.DAY . marks a line above Woody’s head.C.C.HANDHELD CAMCORDER POV Andy holds Woody against the door frame.) Oh. YOUNG ANDY (mouth full) Happhy Brffday! MOM (O.7 INT. ANDY’S ROOM . FRONT YARD . party hat on.DAY . Camera PANS Andy’s Toys. JUMP TO: INT. say ‘Happy Birthday’ to Molly. MOM (O.. ZOOM OUT to reveal lines and labels for all the toys. stuffing cake in his mouth. MOM (O.HANDHELD CAMCORDER POV Andy gives Woody a piggyback ride.HANDHELD CAMCORDER POV Mom pencils a line above Andy’s head onto the door frame.) Come on. JUMP TO: End on Andy. ..

HANDHELD CAMCORDER POV Andy rockets Jessie and Bullseye around the front yard. falls on his bed... spins around.O. eating from a huge bowl of popcorn. ANDY’S ROOM . ANDY’S ROOM . ANDY’S ROOM . His eyes widen.HANDHELD CAMCORDER POV Andy lies in a pillow fort.8 INT.DAY . turns back to the TV. JUMP TO: INT.DAY . JUMP TO: EXT. everyone! get in position! INT. laughing. backstage jitters. JUMP TO: INT. . The popcorn tumbles out of Rex’s mouth. They speak in HUSHED TONES. ANDY’S FRONT YARD . POTATO HEAD Wait -. glowing embrace of a child’s innocent and boundless love.” FADE TO BLACK WOODY (V. MRS. BUZZ “Buzz Lightyear to the rescue!” ANDY (AS WOODY) Good work Buzz! Andy makes Buzz and Woody high five. He stuffs popcorn in Rex’s mouth. and watching an off-screen TV.) Okay -.DAY . Buzz and Jessie in the warm. surrounded by toys.NIGHT . Toys crammed together. crowded. Light seeps in. pulls his toys close -. while Mom struggles to keep him in the FRAME.I can’t find my other eye! C’mon. ANDY’S ROOM .places. The song FADES on “Our friendship will never die. Nervous. TOY CHEST.DAY Dark.HANDHELD CAMCORDER POV Andy.holding Woody. shoots his laser.HANDHELD CAMCORDER POV Andy holds Buzz towards camera.

Woody! Let’s do it! . Buzz turns the sock upside-down...! Why would I mind?! Squeezing next to.. guys. It’s mine! MR.9 HAMM Someone’s foot is in my face.. Sarge! WOODY You got it. WOODY Careful!!! A cell phone slides out.) Here they come! The Toys clamber to the rim and gaze out. POTATO HEAD Give it back! We are ALIENS You saved our lives! eternally grateful! Potato Head groans.. WOODY (CONT'D) All right. SARGE Mission accomplished! The Toys are thrilled.SARGE and two ARMY MEN slip in the room. She grins. You! He laughs. POV -. Jessie climbs up. Finally. BUZZ (CONT'D) Is it hot in here? REX (O. dragging something in a gym sock. mind if I squeeze in next to ya?! BUZZ Yes! No! I mean.. Toys gather around... Everyone ready? JESSIE We’re ready.. The Army Men arrive at the chest. he turns away.! The Army Men hoist the sock up. JESSIE Buzz. nervous.S.. Careful.?! Woody peers down. Buzz sits by the rim. We got one shot at this.

Andy’s hand rummages.?! Anyone there? Andy hangs up. zeroes in on the toy chest. Jessie pulls out a cordless phone. His hair is long and his voice deep. Hello.. leans close to Buzz.? CLOSE ON -. Jessie gets to the last digit. the cell phone RINGS. Woody’s eyes are fixed on the door. He looks down. The phone RINGS again. ANDY ANDY (ON PHONE) (CONT'D) Hello.. guys.. Buzz flips open his wrist cover. He pulls it out.. Woody tosses the cell phone to Rex. stairs. The Toys lie.. puzzled. Jessie dials the phone. Andy finally yanks the phone loose.. Andy pulls. stay outta my room! . ANDY (CONT'D) Molly. Rex yelps. He closes his eyes. amid sports equipment and clothing.10 WOODY Buzz -.make the call. He scans the room. Andy is a teenager. A phone number is written inside. lifeless. WOODY Just like we rehearsed it. The phone is stuck in Rex’s arms. ANDY enters but we only SEE his jean-clad legs. He lifts the lid REVEALING. Suddenly. Silence... Rex clings. BUZZ Target is on approach. holding the phone. Woody hugs the cordless as Andy’s fingers pass by and find the cell phone. Jessie and Woody peer over the rim. Buzz chuckles.Woody. hits it. FOOTSTEPS on the Buzz. nervous. turns. but he has the same kind face. The door opens.

.. WOODY Slink? Gather everyone Buzz nods. closing the door -. The room has changed -rock posters. ANDY Then who was messing with my stuff? MOLLY (O.) It wasn’t me. share a look. that went well! They spill out onto the floor..! He departs. We need a staff A staff meeting! SLINKY We are gathered. hey. WOODY Guys... CREAK -. POTATO HEAD Who are we kiddin’? The kid’s seventeen years old! Woody and Buzz jump down. MR.CLICK. The other Toys climb out. HAMM Not again.S. skateboard. The Toy Community is a lot smaller. . MR. this is just sad. come on! up! Uh. smiling -.! Oh.eager to be played with. heads out. hold up! meeting! Everyone? GROANS of boredom.S. looks down at Rex in his hand.. exchange a glance.) I wasn’t in your room! Andy scoffs. shuts the lid. Rex lies Andy drops Rex in the box.11 MOLLY (O. Woody waves his arms. He held me! REX He actually held me! HAMM Oh. other teen detritus. guitar. Woody! Woody rolls with it. POTATO HEAD Well.Woody and Buzz push the chest open. frozen.

folks. JESSIE . BUZZ We’re going into Attic Mode. The other Toys keep arguing.12 WOODY Okay. frowns. First off -. Gasps.. guys.spare parts... It’s about. We know. Mrs.. Potato Head steps up. That was our last shot. Anything you need for an orderly transition. Potato Head begins to sniffle. MR.But we’ve always said this job isn’t about getting played with.Sarge and the Army Men climb up onto Andy’s desk. MR. hey.we all knew Operation Playtime was a long shot. now come on. batteries. POV -... POTATO HEAD More like a misfire! WOODY . POTATO HEAD “Orderly?” Don’t you get it?! We’re done! Finished! Over the hill! WOODY Hey. REX But we can try again. sees something off-screen..Being there for Andy... right? Woody looks at all of them. He shakes his head... up shop. in FOREGROUND. Keep your accessories with you at all times -. We’re closin’ WOODY I’m callin’ it. guys! knew this day was coming! We all Buzz. Everyone is crushed by this news. WOODY (CONT'D) Andy’s going to college any day now. Buzz steps forward. ..

WOODY Moving on.! REX We’re getting thrown away?! . SARGE War’s over. SOLDIER ONE And let’s face it -. parachute opens and the wind carries them off. Good luck. They leap. folks. Andy’s grown up. every toy goes through this! No one wants to see their kid leave! Hey! Sarge! BUZZ What are you doing?! Everyone turns.. The Toys are stunned.C. but now its here! WOODY (O. Wait! Wait!!! Their Me ‘n the boys WOODY No.. Wait...C. BUZZ Trash bags. no.13 HAMM (O. folks.) Look..when the trash bags come out.! He jumps and flies off too.. Sarge and his last two Soldiers climb to the window sill...?! BUZZ You’re going AWOL?! SARGE We done our duty. we Army guys are the first to go.. SOLDIER TWO You’re gonna need it.) Yeah.. Sarge straps in tandem with Soldier One. are movin’ on.?! WOODY Who said anything about trash bags? SARGE It has been an honor serving with you.

waves his arms. But through every yard sale. He must care about us or we wouldn’t be here.. Even Bo.14 WOODY No one’s getting thrown away! No! MR.. whoa! Hold on! Quiet!!! No one’s getting thrown out. yeah.. JESSIE We’re being abandoned. aren’t we?! (beat) I mean. WOODY Whoa. REX ..? Woody nods..Andy’s gonna tuck us in the attic. WOODY Even.....! Woody turns. POTATO HEAD How do you know?! Jessie begins to panic. I hate all this uncertainty. POTATO HEAD Should we leave?! SLINKY I thought we were goin’ to the attic! REX Oh. You wait -.. we’ve lost friends along the way -.! BUZZ We’ll be fine. All good toys who’ve gone on to new owners..Wheezy and Etch and..And we’ll all be together. stoic. okay?! We’re all still here.. Andy held on to us. BUZZ . Jessie! HAMM So why did Sarge leave?! MRS.. every spring cleaning. It’ll be safe and warm. Bo Peep.

unable to say “yes”. REX And he’ll play with us then..the old TV! And those guys from the Christmas decorations box! They’re fun. and And. And dusty! Hamm turns to Rex. ..if we’re lucky -. MR. WOODY We’ll always be there for him. MRS. WOODY The race-car track. Let’s see how much we’re goin’ for on eBay. BUZZ The race-car track. Woody softens. Exactly. MURMUR in semi-agreement... right? Woody looks at Rex. SLINKY And the old TV..! WOODY There you go -. and go out on a high note. and. The Toys disperse... right? The Toys shrug. books...15 WOODY There’s games up there. MRS. POTATO HEAD I’d better find my other eye. guys! Let’s get our parts together...Andy may have kids of his own. BUZZ Come on... POTATO HEAD Someplace dark. POTATO HEAD Where’d ya leave it this time? She puts a hand over her empty eye socket. get ready. HAMM C’mon. Thank you! WOODY (CONT'D) And someday -..

) Can I have your stereo? No! Why not? ANDY (O. Woody and Buzz turn. textbooks. guitar. BUZZ You guarantee it. WOODY Don’t worry. Woody gazes at the halcyon past he can never return to..... I guarantee it. surveys the room -. FOOTSTEPS on the stairs.) ‘Cause I’m taking it with me! The Toys scramble back into the toy chest. Andy’s gonna take care of us.S.S. with Molly close behind. ON THE DRESSER Woody climbs up. He turns to a cork board where Andy’s high school graduation photo is pinned. at least we’ll be together..) For Infinity and Beyond.) .The SNAPSHOT of young Andy.C. What else could I say? BUZZ Whatever happens.16 Woody watches as the Toys trudge off. WOODY (O. huh.S. 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 I dunno. Buzz. MOLLY Can I have your computer? Andy enters MOLLY (O.) ANDY (O. He lifts it to find. Buzz steps up behind him.. CLOSE ON -.posters.S. MOLLY (O.

MOM Molly. I’m not leaving ‘til Friday! MOM C’mon -. Andy. Little league trophy? Probably’s garbage day. She picks up a box and writes “College” in magic marker.! She strides out the door. Molly opens the Toy Chest. Mom. or it’s trash.. let’s get to work here..! MOLLY Three more days and it’s mine. Molly! Molly sighs.17 ANDY No! MOLLY Your video games? ANDY Forget it. MOLLY Why do you still have these Toys? ANDY Molly.. hands it to Andy. it’s simple: Skateboard? College. Andy stares at his computer. Andy starts typing on his laptop. Anything you’re not taking to college either goes in the attic. Apple core? Trash. you’re not off the hook either! ANDY . ANDY Mom. Andy’s Mom enters carrying cardboard boxes and trash bags. MOM Okay. out of my room.. MOM Look. puts it in the “College” box. You can do the rest.! She picks up his skateboard. walks off. She tosses an apple core in a trash bag..

Some of ‘em could make other kids really happy.. But. You choose the toys you wanna donate. JESSIE Poor Barbie. MOLLY POV -. the Toys react.18 THE TOY CHEST The Toys watch as Mom picks up a box. MOLLY Molly pouts. then buries her face in a “Teen” magazine.. desperately eager to please. MOM (CONT'D) You have more toys than you know what to do with.. puts them in the box. Molly. tosses Barbie into the box.. I’ll drop ‘em off at Sunnyside. THE TOY CHEST Across the hall... Rex whispers.Moms! -. Molly sighs -. MOLLY What kids..surveys the room. She picks up a xylophone. Mom.!!! Mom writes SUNNYSIDE on the box.? MOM The children at the day care.Barbie smiles. enters Molly’s room. REX What’s “day care”? Shhh. They’re always asking for donations. She picks up her old Barbie.. indifferent. MOM No “buts”. a Magic 8-Ball.. Mom leaves.. WOODY .! HAMM I get the Corvette.

is getting thrown out. he grabs a trash bag. She shakes her head. They lie frozen.tosses them in.” He stares at his laptop. making a decision. Mom. He rolls his chair to the toy chest and opens the lid. They’re junk! THE TOYS Silently hear this bombshell. He picks up the Toys -. or in the attic. ANDY ANDY MOM Fine.. surveys his room. Like what? She pulls open the toy chest.! MOM Maybe sell them online.. Andy gazes at them..DAY Mom walks back and finds Andy still on his laptop.his old friends. exits. closes his laptop.? ANDY Mom -. Abruptly. . He turns. Jessie -. Mom lowers the lid. ANDY “Whatever you say. Inside are the Toys -. Potato Head. come on -. MOM Andy. MOM one’s gonna want those old toys. Andy sighs. You have ‘til Friday -anything that’s not packed for college. what are you gonna do with these toys? Should we donate ‘em to Sunnyside? No.19 INT. forever eager to play. ANDY’S ROOM . need to start making decisions.. snaps it open.

with rest of the Toys. Woody watches. TOYS POV -.. and pulls open a trapdoor ladder that leads to the attic. IN THE BAG It’s dim and crowded. tosses Woody in the College box. Andy walks onto the hall landing... Molly enters the hall landing. shocked. Woody..20 He pulls Hamm’s cork. gone? ANDY So.. runs across the room. IN THE BAG Buzz is stunned and hurt. Woody pops up from the College box. looks at them. and dumps him. POTATO HEAD We’re getting thrown out. It hits the door frame.?!!! MR. you gonna miss me when I’m MOLLY . Andy cinches the bag closed and carries it from the room.Andy turns. you idiot! That’s what’s happening!!! Woody jumps from the box. Andy steps down. leaves the bag at the foot of the ladder.. He helps Molly carry her box downstairs. Here. hides behind the door frame. ANDY You need a hand? I got it. grinning and heroic. empties the change out.Buzz. grabs the 8-Ball. POV -. A Magic 8-Ball falls out.. smiling and loyal. reaches up. One rung. Andy begins climbing to the attic. Andy drops Buzz into the garbage bag. REX What’s happening. struggling with her box. Then Andy picks up Buzz and Woody. Behind him. The Toys gasp. relieved. Two.. in the trash bag.

. Mom sighs. JESSIE I can’t breathe! REX This can’t be happening!!! Quiet.irritated. The Toys tumble over each other. pushing the toy-filled trash bag out of the way. picks up the toy-filled bag and exits. Mom enters carrying a trash bag.. Woody tiptoes into the hall toward the bag. BUZZ What’s that sound? ANDY A faint CREAKING.!!!! They all listen.. IN THE BAG The Toys are piled all over each other.21 MOLLY If I say ‘no’. Buzz looks around -.plotting his next move. They disappear.?! No answer.spring loaded -.. MOM . do I still get your room? Nope. ON THE LANDING The attic ladder -. Mom trips over the toy-filled bag. yes. Woody retreats.retracts. MOLLY Then. I’ll miss you. retracting completely.. carrying it downstairs. Jessie is hyperventilating. TOYS Whooaaaaa. Andy. Suddenly.!!! ON THE LANDING The ladder pushes free and rises to the ceiling.. looks down -. IN THE BAG The bag is tipped over.

Woody. Off-screen.! Woody grabs Buster by the jowls. Woody gasps. pulls him backwards. Woody sits up. IN THE BAG Mounting panic. mind reeling. Woody turns. pinning Woody under him. Buster.Mom drops the trash bags at the curb. the door -. JESSIE We’re on the curb! MR.Rumbling up the street is a garbage truck. POV -. no.. Buster rolls over. gasping. gazes out. Woody rushes to the window. a door SLAMS. tries to tear it open.old. Woody vaults onto his back. POTATO HEAD Oh..22 ANDY’S ROOM Woody -. I knew it would come to this! Buzz grabs the side of the bag. WOODY (CONT'D) No.. Okay. boy! WOODY (CONT'D) To the curb! Hyah!!! Buster yawns and flops over. everyone! Pull!!! . WHIP PAN -. saggy. BUZZ electrified. boy! C’mere! Off-screen PAWS and the JINGLE of a dog collar. WOODY That’s not trash! That’s not trash!! He steps back. WOODY (CONT'D) Think. panting.. Buster enters -.! Think! Think! (an idea) Oooh! (whistles) Buster! C’mere.

IN THE BAG The Toys follow Buzz.. POINT!!! Buzz looks at Rex’s pointy tail. REX It won’t rip! HAMM Ah. shoves them in his holster. He lunges for the drainpipe. pulling the sides of the bag. POTATO HEAD Andy doesn’t want us! What’s the point? BUZZ (thinking) Point. OUTSIDE THE BAG The truck RUMBLES closer.23 EXT.. two driveways away. IN THE BAG REX (CONT'D) It’s getting closer-fffmmm! Rex is muffled by a mouthful of plastic. ANDY’S HOUSE . Point. hits a gutter and tumbles into the bushes below.. Push! BUZZ (CONT'D) Push!!! REX I can hear the garbage truck! OUTSIDE THE BAG The bag stretches. slides down. shoving Rex backwards.DAY Woody grabs a pair of scissors.. CRASH! IN THE BAG The Toys follow Buzz’s lead. forget it! It’s triple-ply highdensity polyethylene! BUZZ There’s gotta be a way out! MR. . Rex’s tail is nearly through.

Woody hides behind a fire hydrant. Garbage spills out: wrong bag. relieved. Woody ducks behind the post. He climbs on a running board. playing air guitar.24 IN THE YARD Woody uses the scissors to snip his way out of the bush. The truck shifts into gear and lurches off down the street.. The compactor retracts.. From behind the hydrant.! HAMM Like we were garbage...!!! WOODY Jessie. dives behind the mail box post..!!! The A TINKLE. He empties a garbage can into the truck. They are traumatized. plunges his scissors into a garbage bag. In Andy’s driveway. As the Garbage Man turns. tosses them in the truck. The garbage truck approaches Andy’s driveway. INT. Woody ducks from behind the post. scoops up the trash bags. The truck pulls up at the next house. He tries another. an upside-down recycling bin scurries on little feet into the garage. GARAGE . yanks a lever. CRUNCHING the bags remorselessly. runs after it.. Woody ducks from behind the mail box. Woody sighs. Woody turns. THE STREET As the truck rumbles off. The Garbage Man grabs the last bags. Buzz. The GARBAGE MAN is in head phones.DAY The Toys cast off the bin. Woody races out.! “Junk”! MR.. SLINKY Andy threw us out. drumming the mail box. truck’s compactor lowers. SLAPS the side. The Garbage Man hops off the runner. POTATO HEAD He called us “junk”! .. Woody watches in horror. No luck.

determined. POTATO HEAD How could he. BUZZ (to himself) This doesn’t make any sense..25 MRS.! Yeah! MR..... HAMM It’s the perfect time to be hysterical! REX (hysterical) Should we be hysterical.!!! Everyone turns.?! She SOBS on Mr. JESSIE I should’a seen this coming! Emily all over again! It’s She turns and scans the garage -.! Jessie is furious.galvanized.) Yeeeeeeeeeeeeeee--hawwwwwwwwww.. POTATO HEAD And Woody was wrong! This is no BUZZ Wait a minute! Hold on! time to be hysterical..?!!! No! Yes! Maybe! BUZZ But not right now! MR. Jessie is smiling. marked SUNNYSIDE.I know what to do! They follow her gaze. Potato Head’s shoulder... HAMM Sarge was right.S.. . POTATO HEAD SLINKY JESSIE (O. In the hatchback of Mom’s car is Molly’s box of toys. JESSIE (CONT'D) Fellas -.

Buzz! Andy’s takin’ him to college! Now we need to go! Buzz looks at her and the others. Come on! He helps pass the Aliens up. WOODY What the heck..! What about Woody?! JESSIE He’s fine. REX We’re going to Day Care! WOODY Day Care?! What -. Jessie helps the Aliens up into the box.DAY Buzz stands outside the Donation Box as the other Toys clamber in. He peeks out from behind a flowerpot. JESSIE We should’a done this years ago! BUZZ Jessie. wait. Buzz. INT. BUZZ You’re right.... CAR / GARAGE . POTATO HEAD Didn’t you see? Andy threw us away! .The Toys clamber into the Donation Box.?! WOODY’S POV -.have you all lost your marbles?! MRS.? Woody.! WOODY What’s going on? Don’t you know this box is being donated! BUZZ It’s under control! We have a plan! BUZZ WOODY Woody approaches. ANDY’S YARD ..DAY Woody darts from a tree to a landscape boulder... sneaking towards the garage. incredulous..26 EXT.

out of the box! Everyone. It’s time Jessie and the others duck in the box. WOODY Oh.gimme a hand. WOODY Okay. Through the window. BUZZ Woody -. Woody and Buzz crouch down. right now! Come on! Buzz -.. Andy’s Mom walks to the driver’s seat. . ya gotta believe me! MR. POTATO HEAD So how’d we end up on the WOODY That was a mistake! Andy’s Mom thought you were trash! Yeah! bag! HAMM After he put us in a trash MRS. pull the flaps shut. SLAM!!! The hatchback shuts.27 WOODY No. Woody! we did the same.! No. Buzz and Woody turn. POTATO HEAD And called us “junk”! WOODY I know it looks bad but.. great! Great!!! It’s gonna take us forever to get back here! The car lurches into gear and drives off. no. We gotta get this thing outta here! He walks around and tries to push the box out of the car. POTATO HEAD Sure thing. gets in... guys. “College Boy”! JESSIE Andy’s movin’ on. no! you in the attic! Attic? curb?! He was putting MR.wait! We need to figure out what’s best for every--.

.. calm down! Both of you! In the WOODY Okay. fine! Just wait’ll you see what Day Care’s like! Why... who is sniffling..28 INT. JESSIE He left us. DONATION BOX / CAR .... Barbie. WOODY Okay. Molly and I have been growing apart for years. BARBIE Well. POTATO HEAD Welcome to the club. Woody -.. POTATO HEAD It’s all right. MR. attic!!! Jessie goes toe-to-toe with Woody. We can get back to Andy’s but we gotta move fast. incensed.?! REX What’s it like?! . BUZZ Alright. You’ll be okay! Barbie nods. Potato Head rolls his eyes... POTATO HEAD Get it through your vinyl noggin. the box flaps open and Woody and Buzz vault in.. Toots! Suddenly. The Toys react. everyone. MRS. On the curb! Buzz intervenes. MR. Potato Head pats her shoulder. Mrs. We’ll hide under the seats ‘til we get home..DAY The Toys have gathered around Barbie.. listen up. I can’t believe she would throw me away! She breaks down again. putting on a brave front.Andy doesn’t want us anymore! WOODY He was putting you. it’s just.

Bullseye! HAMM So much for “sad and lonely”. the Toys peer out the hand slots. / EXT. eh? WOODY Okay.. lonely place for washed-up old toys who have no owners. Inside the box. guys. EXT.Sunnyside -a cinder block building with bright. POTATO HEAD Perspective?! This place is perfect! REX (CONT'D) Woody. HAMM Quite the charmer.. REX Can anyone see anything? JESSIE There’s a playground. you’ll be begging to go home.DAY The car pulls into a modest day care center -. the door has a rainbow on it! . JESSIE We hit the jackpot.. calm down. The car hits a bump and Woody tumbles..DAY Andy’s Mom pulls out the box. kid-friendly murals. DAY CARE. Let’s keep MR. INT. carries it across the lot.! Through fencing we SEE glimpses of kids running and playing with SHOUTS and LAUGHTER. you’ll see! As soon as we get to Day Care. it’s nice! See. Barbie bursts into tears. this in perspective. DONATION BOX / PARKING LOT . The Toys look at each other. PARKING LOT .29 WOODY Day Care is a sad. aren’t ya? WOODY Oh. Abruptly.

Mom departs and the Receptionist folds up the box flaps. Andy’s going to college on Friday. INT. BONNIE.DAY The Toys peek out as they are carried down a hallway.. Hey.DAY Andy’s Mom is BUZZED through glass doors. looks up. LOBBY . RECEPTIONIST How are your kids? Molly and Andy? MOM Not kids anymore.? REX Where’s she taking us? . Andy’s Mom enters. then turns to her Mother. MOM Just wanted to drop these old toys off. BONNIE MOM RECEPTIONIST You sure they won’t miss these? MOM Nah. they never get played with. A RECEPTIONIST behind a counter types at a computer while a small girl on the counter plays with a toy chimp.. there! RECEPTIONIST Wow! Haven’t seen you in ages. She puts the box on the counter. RECEPTIONIST Say hi. MR.. POTATO HEAD You see any kids. Can you believe? The Receptionist opens the box. MOM (CONT'D) Is this Bonnie?! Look how big you are! The girl. sweetie! Hi.30 INT.. DONATION BOX / HALLWAY . Bonnie tries to look in. shy.

now what do we do? WOODY We go back to Andy’s! exit? Anyone see an MR. The Toys speak sotto. Aaah! A bell RINGS. BUTTERFLY ROOM TEACHER Okay. .and five-year-olds. a pink Teddy bear. REX (CONT'D) I can’t see! A TEACHER opens the playground door. In the box. the Toys step up and jostle for a view. REX It’s my turn! The Toys react. Look. playing with toys -.CONTINUOUS The Box is placed on a counter.An idyllic day care classroom. Rex jockeys for a peek. The Receptionist departs. a Ken doll. recess! C’mon! The kids CHEER and flood out on the playground. HAMM So. POTATO HEAD Exit schmexit! Let’s get played with! BUZZ Careful! These toys might be jealous of new arrivals! I wanna see! Rex presses in.. The room is still. DONATION BOX / BUTTERFLY CLASSROOM . agog. a baby doll. everyone. shuts the door behind her.31 INT. IN THE BOX Silence. filled with the happy bustle of four. The Teacher turns off lights.! Wow! What?! REX What is it?!!! MR. The Toys stare..dinosaurs. POTATO HEAD JESSIE TOYS’ POV -.

all the Day Care Toys stare back. at your service. Slinky and Barbie shake hands with an OCTOPUS toy. howdy! JESSIE Glad to meetcha! JACK IN THE BOX Buzz extends his hand to a ROBOT toy.HONK! HONK! Everyone turns. A Jack In The Box pops up.. thank you! (reaches for his bicep) Oh. Potato Head get up. MRS. New Toys! They all CHEER and burst into smiles. Potato Head looks on. circled by adoring little dinosaurs. Jessie shakes hands with a ROCK MONSTER toy. They gaze up. POTATO HEAD Oooh. Hamm.. She feels his arm. GIGGLES. HAMM Oh boy. Well. oh boy! Rex laughs... ALIENS The Claw. A Crane toy circles the Aliens. may I? Ohhh! He flexes obligingly. He flexes his own arm. HAMM SLINKY Around the room. oh boy.SPLAT!!! The Toys spill out.!!! Whoa! Hey! The whole box tilts and falls off the counter -.!!! SFX -.32 BUZZ Oooff. rapturous. . They look up. Mr. It sags. BUZZ Buzz Lightyear. An Insect Man ACTION FIGURE helps Mrs.

you’re safe now. and just plain thrown out. LOTSO (chuckling) First thing you gotta know about me. REX Mr.. Lotso grabs Buzz. Five days a week.’ll find being donated was the best thing that ever happened to ya! Woody scoffs. We come in pea. yard-saled.. “dumping” him out. Lotso exudes an easy.33 A Tonka Truck races forward. revealing a large pink Teddy bear. But just you wait -. cheerful charisma. look at y’all! You been through a lot today.? Do toys here get played with every day? LOTSO All day long. LOTSO. I’m a hugger!! He releases Buzz. lifts him in a smothering hug. LOTSO Well.. We’re all cast-offs here -.. Lotso. it’s been horrible! LOTSO Well. offers a hand. POTATO HEAD Oh.. looks at the other Toys.. hello there! I thought I heard new voices! Welcome to Sunnyside. haven’t you? MRS. second-handed. in its bed. JESSIE But what happens when the kids grow up? .we been dumped. donated. call me Lotso! Buzz steps up. BUZZ Buzz Lightyear. but Rex steps up excitedly. LOTSO (CONT'D) Oh. Lotso taps a Tinker Toy cane and the truck bed rises. Like Bob Hope stepping off the links in Palm Springs. then backs up in a quick 180 arc. folks! I’m Lots-o’-Huggin’ Bear! But.

Even Woody is taken by this vision. Lotso cuts him off. LOTSO Now let’s get you all settled in..!!! MRS. You’ll never be outgrown or neglected. whoa. LOTSO Well.. double-pleated shorts. When they get old. and an unbuttoned animal-print shirt that reveals his ripped abs. whoa.. Sheriff! He can’t hurt you no more. everybody! (to Lotso) Down in a jiff.Slip-on shoes. I’ll tell ya -. new ones replace them.?! New toys! A Ken doll appears in an upper window of a doll house. WOODY Whoa. hi. whoa. KEN Far out! Hey. JESSIE Yeee-hawww.34 Lotso steps to a wall of day-care class photos. it’s his loss. Never abandoned or forgotten. new ones come in. POTATO HEAD It’s a miracle! MR. LOTSO So you got donated by this “Andy”. POTATO HEAD (to Woody) And you wanted us to stay at Andy’s! WOODY Because we’re Andy’s toys! Lotso puts an arm around Woody.. .. Lotso! He rides down in an elevator and opens the door. now. The Toys are overjoyed. huh? Well. Ken?! Where is that boy? Ken. No owners means no heartbreak. ON KEN -. He addresses the Toys with an air of boundless self-regard.when the kids get old.

Nice ascot. Lotso breaks the spell. sees him. folks -. BARBIE Barbie.? KEN Huh-uh. takes it. LOTSO Let’s show our new friends where they’ll be stayin’! KEN Folks. Destiny calls. exasperated. She looks up. LOTSO You got a lot to look forward to. Ken! forever! LOTSO Recess don’t last BARBIE KEN Right on. Sparks fly.the Little Ones love new toys! He leads them off. Hi! KEN (CONT'D) I’m Ken. if you wanna step right this-He turns. and Woody trail behind. sees Barbie. BUZZ What a nice bear! REX And he smells like strawberries! Woody sighs.. Rex. MUSIC swells.! I would’ve remembered! (Barbie GIGGLES) Love your leg warmers. Lotso! He extends a gentlemanly arm.. They approach..35 KEN (CONT'D) Who’s ready for Ken’s Dream Tour? So. .. (breathless) Have we ever me--. This way everyone! Barbie giggles. Buzz. C’mon.

walks off. IN THE CLASSROOM As the tour continues. well. well. The Toys gasp. Stuffing flies everywhere. Ken gestures to his Dream House..36 As they walk. Ken addresses the Toys like a tour leader. and lightly buffed! An Elephant plushie is getting his belly re-stuffed. Here we are. you just come talk to me. puffed. LOTSO You need anything at all. about to faint. this is where I live -.Ken’s Dream House. stop your worryin’! KEN Our repair spa will keep you stuffed. KEN (CONT'D) And this. and enough fresh batteries to choke a HungryHungry Hippo.. it’s got a dune buggy. impressed. revealing a spa-like workshop in which smaller Toys fix up bigger Toys -stitching rips. just about anything a Toy could ask for. He looks down. SNEEZES.. Lotso leads them past shelves of toy supplies. And a whole room just for trying on clothes. here at Sunnyside. It has a disco. He Lotso reaches a bathroom door at the end of the room. CLOSET DOOR Lotso flings open a utility closet. BARBIE You have everything!!! KEN Everything except someone to share it with. Barbie sighs. super glue. etc.! . we’ve got. LOTSO (CONT'D) Think you’re gettin’ old? Well.. if I can share. LOTSO Spare parts. KEN Folks.

DAY Lotso leads the Toys through a bathroom. child-centric universe of day care. with a lazy.37 Lotso raps the door with his cane. drooping eye. peers out at the Toys. BATHROOM . Big Baby COOS. watch out for puddles..! We control our own destiny! Mr.. JESSIE Look at this place! [Whistles] HAMM Holy moly. INT. CATERPILLAR ROOM . Why don’t you come meet our new friends? He throws an arm around Big Baby in Toy-solidarity. wood blocks. Potato Head slips and falls. finger paintings.DAY Lotso leads the Toys into a new classroom. LOTSO (CONT'D) Poor Baby! We were thrown out together. banners of the alphabet. LOTSO But we don’t need owners here at Sunnyside! We own ourselves! We’re masters of our own fate. The whole beautiful.. They stare up in wonder. It’s opened by a large baby doll. losing his parts..the Caterpillar Room! The Toys gaze up in awe. LOTSO (CONT'D) Well. wire cubby bins. etc. Abandoned by the same owner! INT. The Day Care Toys here are scuffier and more toddler-appropriate. There’s kid stuff everywhere: tiny tables and chairs. me n’ him. LOTSO (CONT'D) Uh. thank you. guacamole! BUZZ . LOTSO And here’s where you folks’ll be staying -. BIG BABY. Big Baby.

puppy! Wow! A TOY TRAIN weaves through the room. Woody kneels down. LOTSO How long’s it been since y’all got played with? SLINKY It’s been years! LOTSO Well. blowing its WHISTLE. Welcome to Sunnyside. In a few minutes that bell’s gonna ring and you’ll get the playtime you’ve been dreaming of. Woody (CONT'D) Oh. baby! Whoa. POTATO HEAD Jackpot. POTATO HEAD (fighting tears) It’s so beautiful! Woody is awestruck...38 MR.? He looks down.. folks! Lotso climbs back into the Tonka Truck. little fella. An old Fisher Price Chatter Telephone is bumping into him. REX SLINKY LOTSO Now. Something nudges him. friendly. Thank you! HAMM Thank you there. MRS. The Potato Heads look around in wonder.. Play! REX Real play!!! I can’t wait!!! A RINGING. WOODY What the. Buddy Boy! REX The Toys wave. we best be headin’ back. just you wait. hey. if you’ll excuse us. .

I’ll see you tonight.. come with me! Live in my Dream House! I know it’s crazy! I know we’ve just met! Aw. BARBIE KEN Yessssssss. KEN & BARBIE . Ken pumps his fist.. But when I look at you I feel like we were. Mr. Lotso waits. Mrs. takes her hands.39 MR. At the bathroom door. Lotso! Goodbye.. thunderstruck. Potato Head waves -. gazes to the Toys. Jessie grins and winks.. They stare. Ken.. Lotso! LOTSO don’t know me from GI Joe. BARBIE Will I see you again? KEN Oh.Made for each other! They gasp.... end-of-the-first-date moment. heck -..!!! Lotso calls again. dreams. KEN Barbie.! Barbie turns to Ken -.. Barbie turns. POTATO HEAD She giggles.Go! Yay! She gives a leg kick. POTATO HEAD Take care. Pinky! BUZZ Goodbye. It’s like they could both spontaneously combust.! LOTSO Let’s get a move on! Ken turns to Barbie.. In my Thank you! MRS.! KEN Coming.

CLICK -. Woodster! MR.! The Toys glance at each other. . A chance to make kids happy again.behind them.. giddy. POTATO HEAD Oh. Woody. Through windows. knowing he’s fighting a losing battle. POTATO HEAD You’ll get played with. I admit. The Toys turn and wander toward the playground door. no! Woody struggles to stay calm.. HAMM Sounds like kids to me. WOODY Look. Big Baby is the last to exit. Woody! REX Stay with us! HAMM Come on.40 Ken leads Barbie to the Truck and they hop in... JESSIE We can have a whole new life here. it’s nice here. everyone. they sound so sweet! Woody looks at them. no! Guys.! Stay here! JESSIE You can make a new kid happy! I can’t! WOODY No. SLINKY Why don’t you stay? Yeah. But we need to go home. really. children are heard LAUGHING and PLAYING.. I wanna get played with! can’t time go faster?!!! Why JESSIE How many ya reckon are out there?! MRS.! REX Oh.. Lotso taps his cane and the Truck roars off. POTATO HEAD The Toys are taken aback. closing the door -. MRS. Jessie steps forward.

? Buzz -. Buzz! You too. Buzz! He heads off.. well..41 WOODY (CONT'D) I have a kid... trying to contain his anger. Woody. Buzz. then our job is to be there for him! Now I’m going home! Anyone wants to join me is welcome! C’mon.wake up! It’s over! is all grown up! Woody stares.steps up to Woody. Woody turns back. WOODY WOODY (CONT'D) 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 -. You have a kid -Andy! And if he wants us at college. What. JESSIE Woody -. Rex pipes up.?! BUZZ And what’s important now is we stay together. Jessie! Whose name is written there? The Toys stare at the ground. or in the attic.incensed.torn -. fine! Perfect! I can’t believe how selfish you all are. Buzz stays put. sober and gentle. BUZZ Our mission with Andy’s complete. WOODY Okay. Andy .I saw! You can’t just turn your back on him now! Jessie steps forward -. WOODY We wouldn’t even be together if it weren’t for Andy! Look under your boot.

turns. TILT DOWN to FIND Woody holding the underside of the cart. tip-toes into the hall. A janitor cart approaches. Bullseye again tries to follow. Woody hides behind the door just as Bonnie’s Mom enters. The Toys turn. no. offers a handshake. WOODY (CONT'D) So this is it? After all we’ve been through? Buzz steps forward. Woody walks to the hall door. I gotta go. A whistling JANITOR pushes the cart down the hallway.? Woody looks at them. Bullseye retreats. WOODY (CONT'D) Bullseye.42 Jessie glares back. into the hall. Bonnie? BONNIE’S MOM You in here? WOODY Woody sneaks out the door. Woody looks at Buzz. Bullseye follows.. KEYS in a LOCK. You need to stay! He moves on. Woody peeks out from behind a garbage can.Buzz and Jessie. WOODY (CONT’D) Bullseye. No one moves. okay? Now. BONNIE’S MOM (O. He fixes his hat. leaving the hall empty. turns away. . watching. HALLWAY TEACHERS CHAT at the end of the hallway. The cart passes over Woody.. doesn’t know what else to say. Woody falls limp. CLOSE ON -.I don’t want you left alone in the attic.S. stay. Jessie puts a consoling hand on him. The Toys scatter. INT. no! I said stay! (softens) Look -. Buzz is stung.) Bonnie! Bonnie.

places it on the seat..DAY Woody finds himself above the playground.. Woody’s gone. no. A gust lifts his hat off.! INT. C’mon. JANITOR (CONT’D) That’s better.. Her Mom walks over. c’mon. He runs across the roof. JANITOR What the heck? Woody freezes. backs toward the window. stops at the edge. WOODY No. Below.The Janitor reaches up... honey. Time to go home. starts. blows it away.CONTINUOUS The Janitor cleans the sinks.He rolls through the lobby. climbs up the tank lid. Woody frowns. EXT. leaps to the toilet paper roll.43 WOODY POV -.A high wall surrounds the day care campus. RACK FOCUS -. BONNIE’S MOM Bonnie. Looks up. POV. . BATHROOM . WOODY C’mon... At the sink.. Woody climbs up a drainage pipe to the roof.. Woody in its reflection. The Janitor stares at the mirror. RACK BACK -. PANNING -.. No. the Janitor looks in the mirror. toward the exit. sees an open window. no! .and veers into a bathroom. Bonnie plays hopscotch by herself. PLAYGROUND ..? There you are. no. jumps to the top of the stall. no.! Oh.The window in the mirror.. He tears a square of toilet paper. WOODY (CONT'D) She leads Bonnie off. wipes a stain off. Woody sneaks into a nearby stall.

He glides idea. stares at the kite -. His pull-string retracts. but it doesn’t slow his fall. The bar snaps. makes a perfect landing. kite over his head. pleased. She bumps into Woody. Slowly. hitting branches on the way down. playing hopscotch. He falls from the tree and stops -. Bonnie approaches. Woody tries desperately to flap the kite wings. goes limp. Abruptly. Woody CUT TO: Woody runs across the roof. his pull-string lifts him upward. She tugs Woody off the branch. WOODY (CONT'D) (voice box) Reach for the sky! Woody dangles from a branch. looks up. and laughs. WOODY (CONT'D) (voice box) You’re my favorite deputy! She smiles. zips it up.) . He crashes into a tree. HONK HONK! Bonnie! Coming! She shoves Woody in her backpack.44 His hat lands under a kite tangled on the roof top.inches above the pavement. Oh. great! WOODY BONNIE BONNIE’S MOM (O. Woody panics. wrapping himself around the kite’s cross-bar. The kite plummets. Woody looks at the ground far below. IN THE BACKPACK Woody is trapped. trying to free himself. runs off. Looks around. another gust hits. dipping and swirling frenetically. Opens one eye. yanking him high in the air. The wind takes the kite higher still. He leaps and soars across the playground and over the wall.eyes shut -. Woody sees her.

stares at the door. POTATO HEAD College is no place for MRS. Footsteps THUNDER. Woody’s hat. How many? HAMM There must be dozens! Ohhh..? .. Jessie consoles him. at the window. Kids SHRIEK..! REX I can hardly wait! BUZZ BUZZ Places.! lining up out there! They’re Hamm. CATERPILLAR ROOM .45 As Bonnie and her Mom drive off. is spying on the playground.. POTATO HEAD Toys are for play time! HAMM Speaking of play time. it’s gonna be okay. He’s crazy! a toy! MR. diving for cover. trembling. lying on the ground. The bell RINGS. Buzz notices the Day Care Toys edging away from the door -ducking. INT. hiding. JESSIE Oh. Rex. BUZZ Woody’s going to college with Andy. CRANE DOWN to REVEAL. Bullseye. It’s what he’s always wanted... everyone! The Toys scramble into play position. Rex spreads his arms and runs to the playground door.. At last! REX I’m gonna get played with! BUZZ Uh..DAY Bullseye whimpers.

Bullseye slides off.Why is it Heaven in there and Hell in here? Abruptly. excited hands. The Aliens are squashed as a Boy sits on them. a HAND grabs him. Bam. hyped-up TODDLERS enter. A Boy runs across the room. A Girl “rides” Rex. Buzz frowns -. with Bullseye on top of a Corn Popper toy. bringing him straight to her mouth. Bam. He lands on the window sill. Then coated in green glitter.and Five-Year-Olds play lovingly with Lotso and the other toys. tosses Buzz away. A horde of squealing. Toys are snatched up by eager. CUT TO: WOODY (voicebox) There’s a snake in my boot! . A Boy picks up Mr. The Toys go limp. Bam! A Boy runs by. snapping his tail off.Across the playgound. tugs the Girl’s hair. A Girl uses Buzz to hammer a square peg into a round hole. A Girl picks up Buzz. BUZZ POV -. swatting Rex across the room. in the Butterfly Room. a class of Four. Potato Head’s eye.46 REX Come to Papa! BOOM! The door bursts open. pulls him back into the fray. gets caught in its wheels. BUZZ POV -. Hamm is bathed in glue.. A Boy smashes the Toy Train into a wall. She screams. A Boy and Girl stretch Slinky until his coil goes haywire. Buzz closes his helmet. A Girl dips Jessie’s hair in paint and uses her as a brush. shoves it up his nose..Buzz smashes the peg. The toddlers descend on the Toys with SHRIEKS of delight.

Woody comes alive. Hafta. The other Toys stay frozen. pretends to pour. BONNIE A sheriff...! She runs out the door. a UNICORN. BONNIE (CONT'D) Be right back. comes alive briefly.Woody.. MR.47 INT. boys. WOODY (voicebox) I’d like to join your posse..DAY CLOSE ON -. Mr. His string is pulled again. and a TRICERATOPS. Pricklepants! We have a guest! She plunks Woody at a small table circled by other toys -a HEDGEHOG. BONNIE'S BEDROOM .!! Move over. BONNIE (CONT'D) You want some coffee? She sets out cups.. looks around.Excuse me! The Hedgehog. PRICKLEPANTS MR. PRICKLEPANTS. Bonnie holds Woody. PRICKLEPANTS . Shhh! WOODY Can you tell me where I am? Shhhhhh!!! UNICORN The guy’s just askin’ a question! MR.. but first I’m gonna sing a little song. BONNIE (CONT'D) It’s good for you! But don’t drink too much or you’ll hafta. She dances from foot to foot.. Psst! Hey! WOODY Hello! Hi -. smiles.

I. Shhhh!!!! I’m Trixie! Shhhhh!!!! Shhhhhh!!!!! BOTH Shhhhhhhhhh!!!!!! Guys. BONNIE (CONT'D) It has a secret ingredient. no. excuse me. turns to Woody. removes a plastic hamburger. WOODY No. or a coffee shop in New Jersey. opens the door. friendly. Woody gets back in his pose. The Unicorn. Bonnie runs in.... no. PRICKLEPANTS TRIXIE We’re either in a cafe in Paris. Just stay loose. UNICORN My name’s Buttercup.. A FLUSH.48 MR. . BUTTERCUP We do a lot of improv here. PRICKLEPANTS TRICERATOPS MR. you’ll be fine.. PRICKLEPANTS Well. She lifts the top bun. plunks it in front of Woody. hey! WOODY I don’t know where I am! TRIXIE MR. I’m trying to stay in character! He freezes again.. BONNIE Who wants lunch? Beep! Boop! Beep! She pushes buttons on a toy microwave oven. I’m pretty sure I just came back from the doctor with life-changing news! Woody is baffled. have fun.

pulls it closed again. grabs a Totoro.Woody.MOMENTS LATER The toy box at the foot of Bonnie’s bed.. SMASH ZOOM to a DOLL on the shelf behind her. BONNIE (CONT'D) She’s using her witch BONNIE .Jellybeans! Bonnie eats a jellybean. Look out! powers! CLOSE ON -. Bonnie peeks out. BONNIE (AS WOODY) (CONT'D) I know where to hide! INT. INT.49 BONNIE (CONT'D) .DAY Bonnie and Woody huddle in the dark. BONNIE’S BEDROOM . BONNIE (CONT'D) (as Witch) Hee-hee-hee-hee-hee!! She turns. WOODY (voicebox) Somebody’s poisoned the water hole! Poison?! She spits the jellybean sticks to Pricklepants’s head. flies it around the room. TOY BOX . BONNIE She’ll never find us in here! Bonnie surreptitiously lifts the Doll into view. pulls Woody’s string. BONNIE (CONT'D) The scary witch!! Bonnie picks up the Doll. It creaks open.. BONNIE (CONT'D) Who would do such a mean thing?! She GASPS and becomes a different character.

. BUTTERCUP (CONT'D) Just kidding. . SCREAMS. The Toys come alive. greets Woody. The Doll gets up.DAY The toy box tips over. you just jumped right in. BONNIE She found us! We need a spaceship to get away! She runs off into a room and all.. Woody. Door’s right over there.Uh.50 BONNIE (CONT'D) What’s wrong. didn’t ya? I’m Dolly. INT. spilling Bonnie and her Toys. PRICKLEPANTS Are you classically trained? WOODY Look. Sees the doll...? She turns.! BUTTERCUP There IS NO WAY OUT!!! Woody is stunned. WOODY . Cowboy. BONNIE’S BEDROOM . That’s coming from a doll named “Dolly”. A PEA POD TOY zips open behind Woody. They shake. DOLLY “Woody”? Really? You’re gonna stick with that? ‘Cuz now’s your chance to change it -. DOLL Well. I just need to know how to get outta here... TRIXIE You’re doin’ great! MR. He turns.

.. .51 PEA #1 Who’s the new guy? PEA #2 Are you a real cowboy? WOODY Well. Told ‘ya! BONNIE (O.) I found the spaceship!! Show time! Woody and the Toys go lifeless as Bonnie runs out of the closet with makeshift shoebox rocket... drops it on a bedsheet.S. They smile at him. PEA #3 ‘Course he’s not...just like Andy once did. He smiles back. Woody and the others tumble onto the bed. actually. I. Woody glances at the other Toys.... PRICKLEPANTS PEA #3 My hat?! He She stuffs the toys in the box. BONNIE (CONT'D) Yeee-haaaaw!!! You saved us. Bonnie flops SLOW MOTION -.! BLAST-OFF!! She pulls the sheet taut. BONNIE (AS WOODY) Quick! Fasten your seatbelts! your tray tables! Close MR. The moment is magical. hugging them close. cowboy! You’re our hero!!! She pulls Woody to her cheek -. it might get a little bumpy! 3. down with them. 1.Woody soaring. 2. BONNIE (CONT’D) Hold on... That was great. pea-brain! don’t even have a hat! WOODY I do too have a. The Toys fly into the air.

! Buzz sits up. JESSIE We have to make the best of it.back CRACKING. the moustache. POP -.. My tail.? MRS. Potato Head -. Hamm pulls his cork. POTATO HEAD Where’s my nose. REX Where’s my tail?! Buzz straightens up -. SLINKY Oh... CATERPILLAR CLASSROOM . dazed. POTATO HEAD Here it is.a Weeble pops out.. Honey. I’ve got a kink in my slink. BUZZ I don’t recall play time being quite that strenuous.. REX Andy never played with us like that! Jessie peels a decal off Bullseye’s nose. groaning. POTATO HEAD But these toddlers! They don’t know how to play with us! REX They’re too young! HAMM They’re sticky! ... MR. that’s mine..DUSK The Toys come to life.. tail missing.. Here’s your arm. MR. Rex pulls his tail from a peg board. He strains. Hamm picks up a plastic arm.. Rex staggers by. and Mrs.their parts completely jumbled.52 INT.. Gimme that. HAMM Someone need a hand? He tosses it to Mr. Detritus spills out.

It doesn’t move. . POTATO HEAD We should be in the Butterfly Room! With the big kids! MR. examines a window lock. HAMM Eh. POTATO HEAD How do we get up there?! Buzz narrows his eyes. Slinky tests the door knob. MRS. It’s locked! At the playground door. Finest childproof lock in the world. Hamm. leaps to the bathroom door knob. Oh. Blast. negatory. BUZZ Try the windows. Same here! Buzz drops down.atop the hallway door is an open transom. POTATO HEAD We’re trapped! Wait! BUZZ Did anyone notice the transom? SLINKY JESSIE REX What’s a transom. thinking. Buzz? Buzz looks up -. great! MR. He clambers up a table. points. BUZZ (CONT'D) Try that one! Jessie leaps to the hallway door latch. It’s a FensterSchneckler 380.53 MRS. POTATO HEAD That’s right! You said it! HAMM BUZZ We’ll get this straightened out -I’ll go talk to Lotso about moving us to the other room. on the sill.

Two.. towards the transom. using their legs to swing from one to another.. Jump! Bullseye and Rex jump off a shelf. The Toys Buzz bounces off the broom. stops. Ken and Barbie say goodbye at the Butterfly Room door. GIGGLING. O.LATER The Toys hold a Fisher Price Corn Popper. . Hamm makes signal. using it like a zip-line. Buzz turns to the hallway. expands his wings and flies towards a display of hanging paper-mache caterpillars. leaving Buzz to jump onto the handle. Buzz.!!! TWITCH They might hear you! Buzz frowns. stands at the rear.. TWITCH (Bug Man) and CHUNK (Rock Man) saunter past. catapulting a broom forward. CHUNK You think they had a fun playtime? Shhh. Down the hall. Buzz! Buzz casts part of his yarn down to the Toys. lofting Buzz in the air. BUZZ All right. pushing the popper at top speed. Buzz leaps off. They run and REX HAMM JESSIE (CONT'D) JESSIE On three! BUZZ POV -.54 INT.In the hall below. a loop of red yarn wrapped across his chest. Three!!! They take off. and lands -. The popper strikes an upturned table. He did it!!! JESSIE Way to go. CATERPILLAR CLASSROOM . Buzz turns. He flips. On the ground.. Let go! The Toys drop away.S. As he reaches the end. twists.. He grabs a string that runs across the room. a pair of tough Day Care Toys. grab it. everyone! One.

KEN See?! That time I said “love”.love. okay.. TWITCH C’mon.. .! I. . CLOSE ON -. now you start.. HALLWAY .. He unties the yarn and steals off down the hallway... Romeo.. Okay.55 KEN KEN .. they drag Ken away.Buzz..! INT... I. We’re late.. He reaches the Teacher’s Lounge.rappels down into the hall.using the red yarn! See what I mean? every time! BARBIE You are so smart! As the Tough Toys pass.... BARBIE I’ll wait up for you! Kisses... me first. now.. ... okay. BARBIE KEN BARBIE BARBIE Okay.. He stifles a dry heave. KEN It changes BARBIE KEN . approaches cautiously.NIGHT Buzz -.

Suddenly -- Silhouetted in the top of a glowing vending machine are Ken and the rest of his Gang. a Gang of toys sits around a table. place yer bets! splits? Here we go! Any Above him. climbs in. Yes! Yes! STRETCH Come to Mama! The others GROAN. confused. Buzz frowns. strangely -. Ken opens the bottom flap and they all go inside.NIGHT Buzz peeks in. He walks to the vending machine.) Yeah.! Turkey! Gimme the Turkey!! Ken waves his hand over the table. . Stretch the Octopus pulls the cord on a Farmer Says toy. Stretch scoops up the pile of money. Buzz approaches the machine. VENDING MACHINE . Duckie. INT. KEN No more bets. all right! Let’s go again! Buzz pushes open the dispenser flap. From inside come VOICES. In the top of the vending machine. Duckie! Big Pig! Big Pig. quack”. TEACHERS’ LOUNGE . The Gang throws batteries.S. A Rooster crows: COCKADOODLEDOO!! This is followed by MUFFLED LAUGHS and HUBBUB. He gets to the top. the Gang roots for their bets. Ken. Monopoly money. a pig OINKS loudly. other items into a pot. More LAUGHS and GRIPES.a cow MOOOOS. All right.. Then he looks up. GANG (O.56 INT. FARMER SAYS TOY Here is a duck: “Quack. KEN All right. Buzz looks around. Twitch and Chunk approach a vending machine.. sneaks towards the light. The spinning arrow stops on “Duck”. GANG C’mon. As the arrow spins.NIGHT Buzz climbs up rows of candy bars and potato chips.

Chunk.. Coyotes wild. Changing two double AA's. place where they keep the knives.57 KEN Stretch takes the round. KEN How ‘bout that Spaceguy? useful..? KEN Dinosaur... LAUGHS. The game continues.. (as he changes money:) Hey.! Landfill! Cowgirl. CHUNK He ain’t the sharpest knife in the.? STRETCH (CONT'D) TWITCH Toddler fodder! They start placing bets again.. minimum bet. Buzz reacts. listening.. Ken presiding.. SPARKS Neither are you. Twitch teases Ken. TWITCH You got a little Keeper yourself. Ken? KEN Hey! Lay off.! CHUNK Whaddaya expect from a girls toy? Barbie’s He could be .. five Monopoly. Twitch! different! STRETCH Mr. disposable.. Softy over here. didn’t’cha. KEN Okay. what do you guys think of the new recruits? Any Keepers? SPARKS Nah.

. Stop! He struggles. ZOOM IN -. BONNIE’S BEDROOM .) What’re you doing? BUZZ . well. climbs up. Woody freezes. CUT TO: INT. Ken smirks. Woody carefully slips from under the covers. Woody tiptoes across the bed. looky who we have here. KEN Well. Woody pushes a chair to the door. and subdues him. leg in the air. PRICKLEPANTS (O... hanging from her door handle. And bumps into Big Baby. furious.S. Nooooooo! A sock puppet is pulled over Buzz’s head.Bonnie’s backpack.1225 Sycamore. looks around the room. We’ll be lucky if they last us a week! Buzz tucked next to her. He turns to go. Bonnie stirs. lifts a cape. WOODY 1225 Sycamore! Woody.NIGHT Bonnie sleeps -.58 Ken stands. moves her arm.! MR. The Gang quickly grabs Big Baby tosses Buzz on the table. KEN Take him to “The Library”. TWITCH All them Toys are disposable.. BUZZ Let me go! Ken narrows his eyes. She settles back to sleep. KEN I’m not a girls toy! I’m not! Why do you guys keep saying that?!!! Twitch waves a hand. The address on the backpack is revealed -.

In shadows. STORAGE CLOSET . DOLLY Guys -.? . Cowboy.. Lotso’s Henchmen lurk. Y’see. I gotta get home! PEA POD Where’s home? WOODY Elm Street. I gotta get out of here! TRIXIE You’re leaving?! BUTTERCUP Didn’t you have fun today? WOODY Of course I did! More ‘n I’ve had in years..! And he’s leaving soon. Buzz struggles to free himself. He holds up his boot. Trixie giggles.. Bonnie’s Toys are watching from the bed.. (thinking) You guys have a map? DOLLY We’re on it.. He’s tied to a toy chair in a closet lit with an overhead bulb.. 234 says “Andy”! WOODY He’s my Bonnie. PRICKLEPANTS I believe it’s pronounced “Yid-nay”. Trixie.59 Woody turns.. BUTTERCUP Who’s “Yid-nah”? MR.. WOODY I.. where “ANDY” is written. but. TRIXIE I’ll fire up the computer! INT.. I belong to someone else.NIGHT The sock is pulled off Buzz’s head.

Buzz stands. I’m so sorry. no. my Schwartz. Lotso stands.?!!! BUZZ The children in the Caterpillar Room are not age-appropriate for me and my friends.. casting a dark look at Ken. KEN He got out. you cowards! talk to Lotso! I demand to KEN Zip it. Lotso.. no.. astonished. there’s been a mistake. request granted! KEN But. LOTSO Hush now.O.! There you go. LOTSO (gestures grandly) Well. Abruptly. Lotso! This isn’t LOTSO Got out? Oh. He frees Buzz...A. BUZZ Lotso.. begins untying him. LOTSO A mistake. We respectfully request a transfer to the Butterfly Room.?! What’s going on here?! Why’s this Toy tied up? He.... Kenneth! This Toy’s shown initiative! Leadership! Why. Buck Rogers! You don’t talk to Lotso ‘til we say you can. LOTSO Ken... no! how we treat our guests! Lotso approaches Buzz. I’d say we found ourselves a Keeper! (to others) Hear that. everyone?! We got a Keeper! . the door opens. LOTSO (CONT'D) F.60 BUZZ Unhand me..

Big Baby grabs Buzz and slams him into the toy chair. Boss! Those Caterpillar kids need someone to play with. (sharply) Put him back in the “Time Out” chair..! BUZZ But my friends don’t belong there! LOTSO Oh... We stay together. LOTSO Family man. none of us do! I agree! Which is why -. BUZZ What are you. Lotso throws his arm around Buzz. I. .. I guess that makes sense. Buzz frowns.World Champion! His Gang applauds dutifully. Lotso smiles. the stronger ones. BUZZ But I can’t accept.61 Lotso lifts Buzz’s arm -. son! From now on. you’ll have anything you want! Excellent! Lotso stops. BUZZ Well. Unhand me! We’re a family.. LOTSO Whoa. LOTSO (CONT'D) We’re callin’ you up to the Big Leagues. to take on the hardships the rest of us can’t bear anymore. Lotso’s smile fades.? What?! LOTSO Bring in The Bookworm.. eh? I understand.for the good of our community -we ask the newer toys. whoa! Hold on there. BUZZ I’ll go get my friends.

Maintenance..NIGHT The Toys sit near the door. Buzz looks close. here we go! (reading) “Remove screws to access battery compartment. nods..... Screws drop to the floor.. They turn. heard.. A RUSTLING from a shelf above. BOOKWORM (O..... BUZZ What are you doing?! Let go of me! LOTSO (reading) “To return your Buzz Lightyear Action Figure to its original factory settings.” Lotso looks up. He tosses a small booklet down to Lotso. where rows of files are cluttered. He reaches for it.S.! No..62 Ken whistles.) Here it is! An aged Toy -..pushes aside files. CATERPILLAR ROOM . reacts -it’s a Buzz Lightyear Instruction Manual. Oh. Buzz struggles. POTATO HEAD I’ll see what it was! ..” Big Baby pushes Buzz down. Hold on. slide the switch from PLAY to DEMO. Accessories. Lotso opens the booklet.!!! NOOOOO!!! INT. Stop! BUZZ No. The echo of Buzz’s scream is JESSIE What was that? HAMM Sounds like it came from the hall! MRS. holding him while Sparks opens Buzz’s battery compartment.The Bookworm -..inside the panel is a MODE switch. Twitch looks -. flips through it. LOTSO Let’s see here.. BOOKWORM It was filed under “Lightyear”.

.NIGHT . Uh-oh. She holds it under the door. ANDY’S ROOM . MRS.? POV.NIGHT The Toys gather around her.. looks up and down the hallway. CATERPILLAR ROOM .! I see Andy! The other Toys look at each other.POV From under the bed.. JESSIE Whaddaya see? Anything.NIGHT Mrs. Buster sniffs under the bed. Andy crosses frame..63 She marches to the door and plucks out her remaining eye.. wait. Wait.. we SEE college boxes piled up by the open door. disbelieving.. carrying another box. MRS. I really see him! In his room! (realizing) My other eye! The one I left behind! She concentrates fiercely. Suddenly. sweeping it back and forth.! MRS. POTATO HEAD (V. POTATO HEAD (V. PANNING -. HALLWAY . MRS. INT..! He’s packing up... right toward her eye. just a dark hallway and.. POTATO HEAD No. What?! MR. a VISION of Andy in his room FADES IN over the dark hallway. Potato Head’s Eye. Oh.O.) Outta the way! Get away! JESSIE . POTATO HEAD That’s impossible.. here comes Buster. held by her hand. INT. POTATO HEAD Nah.O) This is so weird. TRANSITION TO: INT.The hall is dark and empty.

this is terrible! TRANSITION BACK: INT. turns. Why is he so upset? Andy gestures -.) Okay. CATERPILLAR ROOM .64 Buster yawns. and walks out of FRAME. Potato Head puts her eye back in. in her eyes. MRS.) Oh. POTATO HEAD (V. MRS. her hands fly to her face. you didn’t believe him first! Jessie stands -. POTATO HEAD Hey. Wait. We gotta go home! MR. does a happy dance.O. there’s Mom. no! Mom shrugs. POTATO HEAD (V. Andy’s in the hall. POTATO HEAD I think he did mean to put us in the attic! SLINKY Well. Oh. Andy does want us! just knew it!!! I knew it! I Rex picks up an Alien..NIGHT Mrs. Then Andy’s Mom remembers -Andy slaps his forehead.O.. MRS. looks at the others. He’s looking in the attic. we gotta. then Woody was telling the truth! Holy cow! HAMM And you didn’t believe him! MR.I left the Toys right here! Andy picks up a trash bag. POTATO HEAD . JESSIE Guys. POTATO HEAD He’s looking for us! Andy’s looking for us! JESSIE He’s looking for us?! REX So.

POTATO HEAD There’s been a mistake! We have to go! LOTSO Go?! Why. Lotso. POTATO HEAD Just look at my pocketbook! She holds up her chewed purse. JESSIE JESSIE (CONT'D) Have you seen Buzz? MRS. amused.65 CREAK -. Light spills in.A door opens. Lotso’s Henchmen snicker. Lotso yanks her mouth off. you just got here! In the nick of time. MRS. POTATO HEAD Sweet Potato?! Who do you think you’re talking to? I have over thirty accessories and I deserve more respec-Abruptly. Lotso saunters in with his Gang. Sweet Potato -.. Ahh. Lotso bends down.. POTATO HEAD Love?! We’ve been chewed! Kicked! Drooled on! MRS.. The others follow. too! We were runnin’ low on volunteers for the Little Ones! They just love new Toys. thank heavens! Jessie rushes to him. . now don’t they? MR.. here’s the thing.! LOTSO That’s better! Everyone is shocked. LOTSO Well.! LOTSO How’re y’all doin’ this fine evening? JESSIE Oh. The Toys ain’t leavin’ Sunnyside.

LOTSO You’re not going JESSIE (over her shoulder) Oh. you furry air freshener! He steps up to retrieve the mouth. stepping from the shadows.? BUZZ Silence. Lotso holds it above him.we’re going home. He finally grabs it. JESSIE C’mon. guys -. Commander Lotso! Buzz? JESSIE What are you doing.? WHAM!!! REX (CONT'D) Buzz tackles Rex.. Buzz. Hey! JESSIE Buzz leaps and kicks.66 MR. strikes a pose. salutes..arms open greet him. minions of Zurg! You’re in the custody of the Galactic Alliance! . sound. Jessie and the others are thrilled.. POTATO HEAD Hey! No one takes my wife’s mouth!!! Except me! Give it back. spins the Toys around. Buzz stands atop SLINKY BUZZ Prisoners disabled. Buzz! REX You’re back! Buzz makes a Kung-Fu He runs -. Missy! anywhere.. Whoa. and knocks their legs from under them. yeah? And who’s gonna stop us? Jessie almost collides with a blank-faced Buzz. slamming him to the floor. them. Jessie heads for the door. stunned. Buzz! The Toys fall to the floor.

MR. POTATO HEAD Keep your paws off my Big Baby drops Mrs. Potato Head to a cubby..?! JESSIE We’re your friends! BUZZ Now lock ‘em up! HAMM He swats her hand away.. Buzz... Potato MR. Stretch grabs her from behind. Temptress! Your Emperor is defeated.67 REX Zurg.... shuts it.. BUZZ Spare me your lies.? MR. . Jessie fights back -.! LOTSO Good work. Bewitching good looks. Potato Head. POTATO HEAD (CONT'D) Hey. He turns. Big Baby lifts Mrs. STRETCH Where do you think you’re going?! Jessie reaches through the cubby wire to Buzz’s shoulder. Yes.. puts her in a wire cubby. what are you doing? Let go of me you drooling doofus! Lotso steps in.Buzz and Lotso’s Gang herd the Toys into the room’s wire-mesh cubbies. Potato Head in the cubby. And I’m immune to your.taking out Chunk and Sparks.. Head intercedes. Lightyear. ramrod straight. sir! JUMP CUTS -.? Huh-boy. and walks off. POTATO HEAD Galactic Alliance. Mongo! wife! Mr. Hey. turns and picks up Mr.

POTATO HEAD Where’re you taking me? Put me down.68 LOTSO Wait! I think this Potato needs to learn himself some manners! Take him to The Box. Hmmph! She slaps Ken’s arm away and turns to join the Toys in solidarity. Big Baby hoists Potato Head up and toddles off. you moron! Bad baby! Bad baby!!! They toddle past Barbie as she enters the room.! I told you to wait in the Dream House! Ken puts an arm around her. Oww! Barbie is slammed into a cubby. confused. MR. Then Barbie turns. leading her out. walks back to him.. KEN . Twitch slams it shut. Ken. KEN Wait. BARBIE What’re you doing to my friends? Barbie looks over her shoulder as Sparks the Robot tosses an Alien into a cubby.. Ken tries to grab her. BARBIE (CONT'D) BARBIE (CONT'D) And gimme my scarf back! She yanks the ascot off his neck. Barbie! BARBIE Don’t touch me! We’re through! She stalks off. Ken is devastated... He smiles. Lotso surveys the room.?! BARBIE What’s going on?! KEN Barbie.

. BUZZ (CONT'D) Prisoners sleep in their cells! Any Prisoner caught outside their cell spends the night in The Box! EXT. sir! Buzz strides past the Toys. soldier! They’re neutralized! But remember: They’ll say anything to make you doubt yourself! BUZZ Don’t worry.. relaxed. Big Baby lifts the sandbox cover.... JESSIE . BUZZ (O.) Roll call at dusk and dawn! Any Prisoner misses roll call spends the night in The Box! . Buzz whips around.NIGHT Buzz rattles off the rules. PLAYGROUND . LOTSO At ease.jovial. closing into BLACKNESS. Yes.. CATERPILLAR ROOM . Jessie grows impatient. BUZZ BUZZ Prisoners do not speak unless spoken to! Any Prisoner talks back spends the night.NIGHT Potato Head is carried to a covered sandbox. each trapped in a cubby.. begging for mercy. Potato Head reaches out.S.69 LOTSO Lightyear! Explain our overnight accommodations.Big Baby lowers the lid. INT.In The Box. We get it. Lotso puts a calming hand on him. Commander! Any doubt I had got pounded out of me at the Academy! Lotso climbs on a podium of ABC blocks -. . tosses Potato Head in..

.70 LOTSO Listen up. You’re just hurtin’ yourselves.. Buzz remains behind. KITCHEN .. The Toys grasp the bars of their cubbies -.A computer keyboard.. Lotso chuckles as he and his cronies drive off..... TRIXIE Oh.! Woody finishes typing.Suddenly.the horrible truth of their situation hitting home.. WOODY (CONT'D) Who’s “VelociSTAR237”? Trixie pushes in. Life here can be a dream come true! But if you break our rules. Woody types an address. try to check out early? Well. taps his cane. standing guard over the “cell block”..NIGHT CLOSE ON -.. step outta line. The Toys gasp in horror.! (to Lotso) What’d you do to him?! Lotso sits back in his truck bed. WOODY Sy--ca--more. tosses it.. 1-2-2-5... LOTSO Y’all get a good night’s rest! You got a full day of play time tomorrow. pay your dues.! That’s just a dinosaur toy down the street. INT. That’s nothing. It slides across the floor to Jessie’s cubby. an IM WINDOW pops up on the SCREEN. He takes out Woody’s hat. JESSIE Woody. BLOOP -. Lemme just take care of that! (beat) Just a dinosaur. . folks! We got a way of doing things here at Sunnyside! If you start at the bottom.

?! right around the corner!!! It’s Ecstatic. mean “escape”? Bonnie’s Toys trade glances. a map begins to assemble. WOODY (CONT'D) Right around the corner. All right. WOODY (CONT'D) Please don’t be far! Please! The map resolves itself. strides to the kitchen door. ruled by an evil bear who smells of strawberries! Lotso. leaps off the desk... WOODY (CONT'D) I’m going to college! Look at me. Potsie! Woody starts to slip through a pet door. Woody is amazed.. PRICKLEPANTS Sunnyside is a place of ruin and despair..71 WOODY Sy--ca--more. I. Pricklepants steps forward.. MR. hey. TRIXIE How’d you escape?!!! What do you WOODY It wasn’t easy..?! WOODY . “Enter”! Trixie hits the Return.less than two blocks away. listen -.. Slowly.. Okay. WOODY Oh. I’m big toy on campus! Hello! Hey! I’ll see you at the Sock Hop! DOLLY Okay. DOLLY You came from Sunnyside?! But.. The route to Andy’s house is a short “Z” -. he hugs Bonnie’s toys.if any of you guys ever get to Sunnyside Day Care? You tell ‘em Woody made it home! Bonnie’s Toys gasp.. does a happy dance across the floor.

But inside. but Lotso.) I was there when Lotso got unwrapped. He gazes lovingly at her. EXT.FLASHBACK A freckle-faced five-year-old.. She hugs him -. etc.DAY .love at first sight.Daisy. in bed while she reads to him.) One day. we had the same kid -.. . INT. staring grimly out the window.72 BUTTERCUP He may seem plush and huggable on the outside. They turn -.O.jumping through a lawn sprinkler. A friend. DAISY.) Daisy loved us all. CHUCKLES (V.O. sitting on a sill.O.FLASHBACKS QUICK CUTS: Daisy takes Lotso everywhere -. INT. we took a drive.DAY ..O. PRICKLEPANTS He’ll tell you! Chuckles. CHUCKLES (V..FLASHBACK Daisy sits in the back of a station wagon.. Me and him. CHUCKLES (V. You never seen a kid and a toy more in love. unwraps a gift under a Christmas tree and finds a fresh. he’s a monster! But.. Woody steps forward.with awe and respect -. Big Baby and Chuckles are buckled in beside them. DAISY’S LIVING ROOM . I knew Lotso. CHUCKLES (V. a toy clown. Lotso in her lap. smiling Lotso inside. STATION WAGON .. pushed on a swing.. He was a good toy. WOODY How do you know that? MR. DAISY’S HOUSE .) They did everything together.DAY . Lotso was special. CHUCKLES Yeah..

O. runs to join her family. A seat belt is clicked around the sleeping Daisy.FLASHBACK At a rest stop. CHUCKLES (V.O. had a little play time. Chuckles. drives off. Daisy puts down the Toys and DISSOLVE TO: A sleeping Daisy is carried to the car. it was too late. It took forever.O. but we finally made it back to Daisy’s.) Hit a rest stop. FAST ZOOM -. EXT.A heart-shaped pendant reads. Daisy fell asleep. CHUCKLES (V.) But by then. Big Baby boosts Lotso and Chuckles to the window sill. and Big Baby.DUSK Lotso. The forgotten Toys remain. Days pass. Daisy’s Toys sit up.Tucked beside her is a brand-new Lotso Bear. worn. Daisy lies in her bed. Daisy’s Mom waves a sandwich.. .O. He sets off across the fields. DISSOLVES: Lotso peers down the road.DAY . CHUCKLES (V. Through the window. Daisy’s Family has lunch in the grass while Daisy plays happily with Lotso. their worst fears come true. Chuckles and Big Baby stand in the bushes outside Daisy’s window -.) (CONT'D) The car CLOSE -.) (CONT'D) Lotso wouldn’t give up. keeping vigil as the sun sets. REST STOP .” A child’s writing shows Daisy’s name and address. They peer in. hung around Big Baby’s neck. Lotso reads the pendant.muddy. Rain falls.) (CONT'D) After lunch. reading a picture book..O.73 EXT. (V. DAISY’S HOUSE . “My heart belongs to. CHUCKLES (V. CHUCKLES She never came back. Chuckles and Big Baby follow.

uncomprehending. They hit the pavement. A FLASH of lightning reveals the Sunnyside Day Care Center.O. CHUCKLES (V.O. FRONT ENTRANCE . CHUCKLES (V.NIGHT Lotso. turns and begins climbing up towards Daisy’s window. she only replaced yo--! Lotso turns on Chuckles. Chuckles and Big Baby are left behind -. Rain begins to fall.NIGHT It’s dark. and stalks off. cowed. Chuckles. His Universe is shattered.Lotso.) We were lost. LOTSO She replaced all of us! Didn’t she?! Chuckles shrinks back..) (CONT'D) Something changed that day inside Lotso. TRUCK BUMPER . Lotso. The truck hits a pothole. Lotso walks back to Big Baby and yanks him down. SUNNYSIDE DAY CARE. Big Baby looks at the pendant. . but Big Baby and Chuckles stay put. Lotso’s face hardens. tumble into a puddle in front of.heart-broken. EXT. Unwanted. LOTSO (CONT'D) She don’t love you no more! come on! Now He rips the pendant off. Big Baby stares -. LOTSO She replaced us. hopeless. C’mon! He turns to go... Something snapped. knocking them off the bumper. throws it away. and Big Baby hunch in the red. EXT.74 TRACK IN ON -. Chuckles. tail-lit glow of the bumper of a delivery truck as it drives through swirling rain. Cast off.. and the Baby lift their faces from the puddle. YOUNG CHUCKLES No. Rain pours... Their eyes are dead. Unloved. Lotso drops from the window.

. Lightning FLASHES. eyes narrowed. WOODY My friends are in there! BUTTERCUP You can’t go back! It’s too dangerous! MR.75 CHUCKLES Then we found Sunnyside.. Bonnie found me home. Other Toys. Chuckles and Big Baby watch from the puddle. So. WOODY How’d you get out? me.Woody. CHUCKLES . But. He reaches in his pocket.... He limps towards the Day Care.. torn.. “Andy”? TRIXIE Isn’t he leaving tomorrow? TRACK IN ON -. (voice quavers) It ain’t right.He wasn’t anyone’s friend. rapt. remembering. But Lotso wasn’t my friend anymore. MATCH CUT: INT..DAWN Chuckles..they don’t stand a Woody looks up. . took weren’t so done! New chance! CHUCKLES I got broke. pulls out Big Baby’s pendant. what Lotso toys -.. KITCHEN . Woody listens. rigged the whole system. He took over Sunnyside. Lotso stands. they lucky. PRICKLEPANTS Returning now would be suicide! DOLLY But what about your.

JESSIE (CONT'D) But he ain’t ever comin’ back. BUZZ Quiet. Her eyes fill with regret. Buzz moves off. CATERPILLAR ROOM . forlorn. A HARMONICA plays mournfully. The bathroom door bursts open. JESSIE Oh. his Gang hanging off the sides. Sir! Nothing to report! All quiet! LOTSO Excellent. LOTSO .coughing. MRS. POTATO HEAD Wait! What you have you done with my husband?! Big Baby..76 INT. bows her head. TRACK down the cubbies -. BUZZ Commander Lotso.we need you back at Star Command! Buzz hops in the back of the truck. Potato Head into the room -. Bullseye looks at Woody’s hat. Suddenly. Bullseye. LOTSO Rise and shine.DAWN The room is still...Lotso in the back. Campers! Buzz snaps to attention. musical hog! Knock it off! Hamm stops playing. CRANE TO REVEAL Hamm. salutes. Buzz pounds on Hamm’s cubby. Jessie pats his muzzle. Jessie lifts her boot. groaning. She turns away. playing the harmonica. sighs. The truck comes screeching to a stop. A Tonka truck races in the room -. covered in sand. WHOOPING it up. too.? Big Baby steps forward and tosses a dazed Mr.. I miss Woody. Lightyear! C’mon -. whimpers sadly.The Toys grip the bars. revealing “ANDY” written underneath.

INT. STAY on her backpack... INT. INT.! MR.. CATERPILLAR ROOM .S. LOTSO Y’all get ready -. and slides the panel back in place.. . He creeps to the edge of the loft and scans the room. BUTTERFLY ROOM . HAMM I don’t think those weren’t Lincoln Logs. CATERPILLAR ROOM . Woody turns.DAY Woody pulls up the ceiling tile and drops onto an empty reading loft. O..77 The Toys gasp.! Nothing but sand and a couple of Lincoln Logs.Children’s SHRIEKS. -.DAY Woody pushes aside an acoustic panel. INT. Woody peers out.! And dark. Mrs.. Woody follows the noise... CEILING CRAWL SPACE.DAY The room thrums with the happy CHATTER of young kids. MRS. climbs in the crawl space above the tiles. CEILING CRAWL SPACE. Potato Head reaches out.DAY Crawling.Ringing. POTATO HEAD It was cold. Bonnie drops off her backpack at the lockers. BUTTERFLY ROOM . rushes off. then surreptitiously scrambles to the top of a bookshelf. puts his ear to a tile. Bonnie runs down the hall and enters the Butterfly got a playdate with destiny! CUT TO: A BELL -. Lotso addresses the room. furnished with pillows and bean bag chairs. POTATO HEAD Sweetheart. It unzips.

wheels into view.. Woody is horrified. Woody creeps to the phone. Through the window. He RINGS again. Another Toddler holds a Potato Head in each hand.. The Lifer rolls forward. More patrols. WOODY I made it out once. You and your friends ain’t ever gettin’ outta here now. the Janitor -across the yard -. . retreats into shadows.. slams into a wall. Their pieces scatter.. respectful. Woody shudders -.Below. then smashes them to the ground. LIFER You shouldn’a come back.. Then it’s off to The Dump.. Want my advice? Keep your heads down. A child swings Jessie by her hair. Uh.78 POV -. Yeah? WOODY For how long? LIFER (squints like Clint) I been here years. Trash truck comes at dawn. LIFER You got lucky once. drops his receiver. Then. a toy-phone bell RINGS.he’s just witnessed a Toy death. Cowboy. A Fisher Price Phone. Woody bends down.dumps the broken Toy Train into a trash chute.. You’ll survive. There’s only one way Toys leave this place. Woody turns. drops to the floor. They cracked down hard since you left. The Lifer. off-screen. a Toddler uses Rex to hammer a bongo drum. WOODY Hello.. LIFER (CONT'D) Poor fella.? Jessie The Lifer’s voice is hoarse and grizzled.. They’ll never break me. lifts the receiver.. releases her. More guards.

79 WOODY I appreciate your concern, Old Timer. But we have a kid waiting for us. Now we’re leaving. If you’d help us -- one toy to another -- I’d sure be grateful. The Lifer sighs. LIFER Well, if you’re gonna get out... First thing you gotta get through’s the doors. SHOTS -- FAST TRACKING IN on knobs of the playground door; the hall door; the office door. Each door is shut and locked. Keys are left dangling on a hook in the office. LIFER (V.O.) (CONT'D) ...Locked every night, inside and out. Keys are left on a hook in the office. Got it. WOODY (V.O.) What else?

SHOTS -- Night. Toy Trucks patrol the empty halls of the Day Care. Outside, Trucks patrol the deserted playground. LIFER (V.O.) Lotso has trucks patrolling all night long. Hallway. Lobby. Playground. WOODY Yeah, yeah... What about the wall? SHOTS -- TRACKING along the mural-covered cinder block wall. LIFER (V.O.) Eight feet high. Cinderblock. No way through it. You go over or under. Woody frowns. That’s it?! It’s not. Monkey. WOODY Doesn’t seem so bad.

LIFER Your real problem’s The

80 INT. OFFICE - NIGHT A TOY CHIMP sits at the console of security monitors. LIFER (V.O.) The Monkey’s the Eye in the Sky... CLOSE ON -- THE MONKEY’S EYES The bank of monitors is reflected in them. LIFER (V.O.) (CONT'D) He sees everything... INT. CATERPILLAR ROOM - NIGHT A Toy Bunny slips through the bars of his cubby, scampers toward the hallway door. LIFER (V.O.) ...Classrooms... INT. OFFICE - NIGHT The Monkey, staring at the security monitors, sees the Bunny on screen, bares his teeth and SCREECHES, presses the PA button, and begins furiously banging his cymbals. INT. CATERPILLAR ROOM - NIGHT The Bunny -- busted -- freezes and looks around in a panic. The hall door opens and Lotso and his Gang step in. Big Baby lurches toward the Bunny menacingly. INT. HALLWAY - NIGHT A Patrol Truck passes down a dark hallway. A Toy Penguin, hidden, peeks out of a potted plant, jumps to the floor. LIFER (V.O.) ...Hallways... He waddles for the front door. ZOOM UP to a security camera at the end of the hall. INT. OFFICE - NIGHT The Monkey sees the Penguin, hits the PA button, and begins SCREECHING and banging cymbals.

81 INT. HALLWAY - NIGHT The Penguin is surrounded by Patrol Trucks. He puts his wings up. Big Baby pushes his way through the trucks, intent on meting out prompt and thorough justice. EXT. PLAYGROUND - NIGHT A trio of Plushies use a dart gun to fire a dart, tied with string, over the wall. They begin scaling the wall. LIFER ...Even the playground. INT. OFFICE - NIGHT The Monkey sees the Plushies, SCREECHES his alarm. EXT. PLAYGROUND - NIGHT A spotlight hits the Plushies. Within the spotlight rises the silhouette of Big Baby, arms lifted. INT. CATERPILLAR ROOM - DAY The Lifer lays it on the line for Woody. LIFER You can unlock doors, sneak past guards, climb the wall... But if you don’t take out that Monkey, you ain’t goin’ nowhere. Y’wanna get outta here? Get ridda that Monkey! SMASH TO: INT. CATERPILLAR ROOM - DAY A bell RINGS. The Toddlers -- playing rough -- look up. TEACHER Recess!


She opens the playground door. The Toddlers drop the Toys, rush outside. The Teacher hits the lights, closes the door. Jessie and the Toys sit up, groaning and aching. Pssst...! WOODY (O.S.) Pssst...! Hey, guys...!

..! (sees Bullseye) Hey. SLINKY You’re alive!!! Hey. we were wrong to leave Andy. JESSIE Woody!!! REX Woody! MRS. Wait. WOODY (CONT'D) Where’s Buzz? HAMM Woody? REX Lotso did something to him! SLINKY He thinks he’s a Space Ranger again! Oh no. HAMM “Return of the Astro Nut!” WOODY JESSIE Oh. I. Woody -.. POTATO HEAD Jessie’s right. my hat!!! Woody takes his hat from Bullseye. Oh yes. reassured. no. . The Toys smile.. MR. rejoicing. Woody.. POTATO HEAD Thank goodness! They quickly run and gather around him. It’s my fault for leaving you guys. Buddy! WOODY ‘Course I’m alive. From now on. puts it on..82 They look over. Woody waves.. we stick together. I was wrong..she was wrong! WOODY No. From a puppet theater.

CATERPILLAR ROOM . WOODY It means we’re busting outta here tonight.. RACK FOCUS -. KEN (CONT'D) Piggy bank. Big Baby stands guard.. What?! MRS.NIGHT Ken.. Yo.Through the window is the trash chute on the maintenance shed.. He’s trailed by Buzz.. that means.. Bullseye WHINNIES.83 SLINKY Andy’s leavin’ for college! But. INT. HAMM KEN JESSIE KEN One way. conducts his nightly roll call. He turns. They huddle.... JESSIE College!!! Hog-tie the mailman!!! We gotta get you home before Andy leaves tomorrow! Tomorrow. Horse. dapper in an evening robe. Cowgirl..... Here. here’s the plan. WOODY (CONT'D) Okay.. Woody turns to the Toys. there is one way out.. .? HAMM But.. POTATO HEAD Impossible! REX But there’s no way outta here! WOODY No.

takes out a pipe cleaner.. CATERPILLAR ROOM . He jumps off the sill BUZZ (CONT'D) Buzz and Ken run across the room.. Woody watches through a ventilation grate. KEN Tyrannosaurus. struggling with the locks.. and Big Baby. Big Baby toddles after them. They surround him.. uses it to snag the clothing line of kids’ paintings. Here. An actual potato rolls to the front of the cubby -. Hey! Potato Head sees he’s been spotted. Impossible! A NOISE. bangs on the door.NIGHT From above. INT. Potato Head reaches the bathroom. then turns to face Buzz.CONTINUOUS Ken strolls on. Buzz backs up. looks in the cubby. CATERPILLAR ROOM .. Barbie. KEN Potato Head. Here. in a hanging light.. as it were. and sprints to the bathroom door. Potato Head? Silence. .a dummy potato. BUZZ (CONT'D) Potato Head is at the window.. bends it...84 INT. Ken and Buzz turn.. CEILING CRAWL SPACE. Ken. Hey! BUZZ Tuberous Root Man! Wake up! BARBIE KEN REX Buzz rattles the bars. Woody. As they EXIT FRAME we TILT UP to find.

S. MR.85 INT.) You’re turning out to be quite the trouble-maker. MR. KEN Little late for a stroll.NIGHT The Monkey. lifts him off the ground. CATERPILLAR CLASSROOM . grasps the clothesline. if it weren’t for you meddling Toys! Woody lowers via the clothesline. turns to Big Baby. sees Buzz and Ken corner Potato Head. POTATO HEAD No! Not The Box! I’m sorry! I didn’t mean it! I like ascots! Really! No. POTATO HEAD (O. He leans in to watch. FRONT OFFICE .C. KEN Take him back to The Box! Big Baby grabs Potato Head. aren’t ya? INT. Slinky slips out of his cubby cell. Potato Head to you. grabs Slinky. POTATO HEAD (CONT'D) Ya ascot-wearin’ pink-noser! Mr.NIGHT Behind Ken and Buzz. . POTATO HEAD That’s Mr. eh.) What’d you think you were gonna do? Waltz right outta here? Woody grabs a bag of marbles. MR. KEN (O. jumps. drops the bag of marbles. Ken yelps.) And I would’a got away with it too. Smoothie! PAN and ZOOM past the distracted Monkey to another monitor.. at the security console. and ascends back up to the ceiling. Brains-Sold-Separately!!! He kicks Ken..C. No! Noooooo!!! They disappear through the bathroom door. KEN (O. On it. Slinky runs to the middle of the room. Potato Head? MR.

BARBIE (O. well. CEILING CRAWL SPACE .?! Ken turns to go. You gotta do what I say! Finally.! He moves closer.NIGHT Woody and Slinky watch as Potato Head is dragged off. sir. Barbie is tearful.NIGHT Ken turns to Buzz. Well-Groomed Man! He salutes. check. Ken. speaks low.! They Ken stops. in -.. WOODY Okay..) Ken. Thing-y! BUZZ Yes. Lightyear! Resume your. INT. Ken looks around. Ken is torn.. KEN (CONT'D) Okay.. he gives . CATERPILLAR CLASSROOM ... departs.86 INT.C. KEN What do you want? BARBIE I can’t take it here. you should’a thought of that yesterday. uh.. Barbie waves to him. things are complicated around here. Ken! In your Dream House! Take me away from this! Take me away! She breaks down sobbing. BARBIE I was wrong! I want to be with you.. close the ceiling panel.. Space-guy.. Barbie. KEN Darn match for a woman’s tears.. Ken! I want to go to the Butterfly Room! With you! KEN Yeah. but.. KEN Good work. then approaches warily.

He and Woody land on the Monkey. The Monkey whips around. Mr. runs for the mic.he pulls open the cubby.. Woody -.. Woody lunges for the Monkey. Woody grabs the Monkey. One by one. but misses. INT. clutching his eye. PLAYGROUND . . It looks around.NIGHT Big Baby opens the lid of the Sand Box. Slinky slips. The Monkey HISSES. The only sound is a TICKING clock. lowers Woody head-first. Potato Head’s parts fly out the hole and land on the ground. He grabs the microphone cord and whips it. drops into FRAME behind the Monkey as Slinky. SANDBOX . STAY ON the sand box. lowers the lid. The Monkey frowns at a reflection in the monitor.dangling -. next to the sandbox. clutching a pouch. INT. EXT. Potato Head’s hand emerges. FRONT OFFICE .NIGHT The Monkey sits motionless. Woody.NIGHT Big Baby turns and walks off. TRACK IN to find a wood knot in the side of the box.begins swinging closer and closer to the Monkey. The Monkey flips himself on top of Woody and starts crashing his cymbals against Woody’s head. POTATO HEAD Wait! I’ll do anything. staring maniacally at the security monitors. tripping the Monkey.and a little smug -. It pops out. SCREECHING. Ken! I promise! Satisfied -.87 BARBIE (tears of gratitude) I will. falls to the ground.! I’ll change your diapers! Big Baby tosses Potato Head in. holding Woody’s ankles. knocking the mic to the ground. leaps off the desk. MR.

88 WOODY Get. heads back toward Woody.NIGHT Ken and Barbie ride the Dream House elevator to the top floor. BARBIE Look at all your clothes!!! I can’t believe you never brought me up here! Barbie flips through the racks. Ken opens the door. bitter:) No one... (then. Ken. He SCREECHES.. The Monkey turns. I know! Check this out -“Kung-Fu Fighting”! “Campus Hero” with matching sports pennant. Ken joins her. BARBIE (CONT'D) Tennis whites! Mission to Mars! KEN I know.. Barbie gasps. Barbie walks up behind him. Go. BUTTERFLY ROOM ... sees Slinky charging. Barbie.! Ken pivots away. . KEN And this.... The. his mood turning to melancholy reflection... Would you model a few outfits for me? Just a few? Ken is stunned -.. KEN’S DREAM HOUSE. grabs the tape with his teeth. tape in his mouth. BARBIE Ken.. Tape!!! Slinky runs to a Scotch tape dispenser. FAST PULL BACK to REVEAL the living room of his Dream House. KEN No one appreciates clothes here. Is where the magic one’s ever asked this of him. CUT TO BLACK INT.. huh?! BARBIE Flower Power. Racks of clothes line the walls.!!! Oh. Throbbing DISCO begins.

ANGLE -. INT. Woody rolls the Monkey in. Ken strikes just the right pose for each outfit -.QUICK CUTS Ken emerges from behind a screen. patrolling. claws her hand. She laughs. Hamm and Rex share a look.NIGHT Woody and Slinky finish taping up the struggling Monkey. whispers.slinging a jacket over his shoulder. ‘70s. CATERPILLAR ROOM . Slinky opens a desk drawer. polka-ing in Lederhosen.!!! A few cubbies down. Barbie sits watching. buried under push-pinned papers.) Whadda you think you’re doin?! WOODY (CONT'D) Buzz stops. sporting some of the most insane Ken outfits ever -... JESSIE Yodel-Lay-Hee-Hoooooo. Hey! HAMM (O.Buzz. break dancing. She turns. . Slinky pushes it closed. WOODY Where is it.89 FASHION MONTAGE -. doing “The Frug” in a fringe vest.S.? Where is it. Finally.. Ken grins -. OFFICE . SLINKY Go get the key! Woody runs to a bulletin board above the desk.NIGHT Jessie sees the security camera panning back and forth.. even 1960s -with matching accessories.‘90s.exceptionally pleased with himself.? Where’s the key? He finds the keys. growls like a cat.. ‘80s. turns.. she applauds wildly. INT. enthralled... scuba moves. Bingo! Slinky toggles a security camera joystick.

Jessie and Bullseye stand on a bookcase above him. trying to sound tough. They leap. slamming the bin over Buzz.C. Jessie turns to Bullseye.keep your hands off of my stuff! Rex raises his fists. holding them apart. She knocks and runs off. Hamm and Rex leap JESSIE (O. He charges at the wall. hits it. Walnut-Brain! you’re extinct! No wonder Jessie and Bullseye steal out of their cubbies while Buzz gets between Hamm and Rex. Hamm plugs his cork into his belly. Jessie opens it. you can’t hit each other! That’s my job! Yoo-hoo! Buzz looks up. pulls out a lunch box. BUZZ No fighting! Buzz runs over. and falls over. slides it under. HAMM Take that. clear plastic toy bin. on top of it. pinning it to the floor. JESSIE Get the tortilla! Bullseye heads to a locker. Break it up! He pulls the “cell” from the cubby and they tumble out.) . Hey! They grapple. dashes to the door.90 In the cell. BUZZ Hey. REX Make a move. Inside is a tortilla. BUZZ (muffled) Help! Prison riot! Buzz FIRES his laser in a circle at the side of the bin. Porky! Hamm jumps Rex. HAMM I told you -. holding an empty. Jessie grabs it.

then heads off across the playground. Ken.) KEN Barbie isn’t there. INT. What did Lotso do to Buzz. Haiii-Yaaa! He freezes mid-pose. kicking and punching the air.headband on -. the parts implant themselves in the tortilla.. blinks. one of Potato Head’s arms appears. Woody peers out. As it passes. KEN You can’t make me talk! You can’t! Barbie glares at him. tackling Ken.. One by one. spins it 180 degrees. From the shadows. HALLWAY .91 EXT.NIGHT The tortilla lays outside. eyes narrowing. grabs the tortilla. Barbie? Barbie leaps out of nowhere. BUTTERFLY ROOM . and drags it into the darkness.NIGHT A Security truck patrols the hall. crawls over. and how do we get him back? Ken is secretly thrilled to have Barbie straddling his chest. The Tortilla stands unsteadily. Ken lands on his chest. Ken -..unable to contain his excitement -.blurts out: KEN (CONT'D) . .. KEN (CONT'D) Uh..C. PLAYGROUND .! Ken leaps from behind the screen in a Karate Gi and does a series of fighting moves. looks around. He is defiant. KEN’S DREAM HOUSE. talking tough. KEN Wah! Whaaa-aaa-aaa -BARBIE (O. BARBIE No more games. Ready? Ready.. the office door opens.But I’d like to see you try!!! INT. Barbie grabs his head.NIGHT Ken behind a shoji screen.

PLAYGROUND . He glowers as Barbie browses through his racks of clothing. Woody signals “Go!” Slinky releases the slingshot. She holds them up. sees the signal. He peers in.NIGHT Slinky is poised with a key attached to a rubber-band sling shot. Potato Head turns and uses the trike’s mirror to catch a moonbeam.NIGHT The door opens. PLAYGROUND . then RIPS them apart. CATERPILLAR ROOM . OFFICE . Bullseye. Mrs. It shoots the key under the door. across the hall and into the Caterpillar Room. INT. KEN Barbie. Inside the Butterfly Room. those were vintage! (steels himself) It’s okay! Go ahead. As a SPOTLIGHT sweeps past.Hawaiian surf trunks.NIGHT Mrs. Potato Head hoists himself up a tricycle and onto a classroom window ledge. CATERPILLAR ROOM ..NIGHT Jessie stops the key with her boot. INT. Potato Head. INT. Jessie. Lotso is asleep. She uses the key to unlock the door. rip ‘em! They’re a dime a dozen! Oooohh! BARBIE Glitter tux! Ken is horrified.NIGHT Ken is tied to a paddle-ball paddle by the ball’s string. EXT. Potato Head and the Aliens slip outside.. EXT. KEN’S DREAM HOUSE.NIGHT Mr. picks it up. BARBIE Let’s see -.92 INT. BUTTERFLY ROOM . Slinky pulls it back. . they duck behind a traffic cone then creep off across the playground. on the sill by the door.

but.. grabs Ken. Lotso Barbie pulls at the seams.1967? KEN The Gruvvy Formal Collection. POV -. then hears an odd CLICKING. KEN (CONT'D) There’s an instruction manual! switched Buzz to Demo Mode. Ken cracks.Ken! -. The Bookworm turns away.. Oh.and turns away. sobbing. .! BARBIE This is from.. but remains defiant.. what -. no. BARBIE Where’s that manual? INT.!!! A stitch POPS. turns. He turns back.. no.The Space-Suited Figure is wearing pink high heels. Oooohh!! Barbie!!! Ken gasps in horror.! She tosses the shreds at him. BOOKWORM I don’t know why this can’t wait til morning.. UTILITY CLOSET .. BARBIE A Nehru jacket! KEN Not the Nehru.. stares.93 RIPPPP. Here ya go! The Figure salutes. hands it down to a waiting Figure in a SPACE SUIT.NIGHT A sleepy Bookworm pulls the Buzz Lightyear Manual from his stacks. steely. yes! BARBIE What a shame.. Ken.! He breaks down. no! No! KEN No. torment.. Barbie. Who cares?! tacky! KEN Who cares?! Ken groans in Sequins are Barbie picks up a Nehru jacket. walks off.. The Bookworm rolls his eyes -..

EXT. INT. Potato Head hits the pigeon with his hat. gives it a kick. dragging him down the ledge. POTATO HEAD What’re you lookin’ at. POTATO HEAD (CONT'D) Yeah. Feathers? The pigeon pecks him. PLAYGROUND . Woody slides the ceiling panel. PLAYGROUND . The pigeon flies off. CLASSROOM CEILING CRAWL SPACE . MR.NIGHT Potato Head turns and edges down the ledge. sees Barbie pulled up into the ceiling. he drops off the ledge to the ground. on the ledge. WOODY So how do we fix Buzz? Barbie grins. A stare down. Hey! Ow! MR. The pigeon grabs his forehead.NIGHT Potato Head. His path is blocked by a Pigeon. Potato Head responds with complicated baseball-catcher gestures. taking a chunk out of his tortilla. CLASSROOM CEILING CRAWL SPACE . hoists up Buzz’s Instruction Manual.94 INT.NIGHT Woody gives Potato Head the “thumbs up”. revealing Barbie in the Space Suit. POTATO HEAD (CONT'D) The pigeon pecks again.NIGHT SLINKY What’s takin’ so doggone long? A KNOCK. fly away.. helmet off. Potato Head slaps the pigeon. EXT. . ya coward! The tortilla rips and disintegrates.. MR. In pieces. MR. Potato Head shakes his fist. Uh-oh. He looks. POTATO HEAD (CONT'D) A FLUTTERING.

.. looks around... CATERPILLAR ROOM . HAMM No one can hear you.95 MR. Hamm and Rex have grown weary of his calls for help.!!! HAMM Will you be quiet?! He slaps a hand over Rex’s mouth.. Stop him! WOODY Don’t let him get out! BUZZ (into wrist radio) Star Command.. that’s just great! A section of tortilla props itself up.running across the floor.knocking Hamm and Rex off the bin. A NOISE. They look up.NIGHT Buzz is still trapped in the bin.?!!! REX (yelling) He said. A ceiling tile opens. BUZZ (muffled) Help! Prison riot! Give it up. muffled) What. “No one can. It spots the classroom vegetable garden. Woody! REX You’re back! Rex and Hamm move to the front of the bin. Woody.. Buzz runs to the back and jumps -. I’ve been taken hostage by my own prisoners!!! .!!!” Shhhh. muffled) What. The eye goes wide. Buzz makes a break for it -. Slinky. POTATO HEAD (CONT'D) Well. and Barbie drop in. banging on the ceiling. BUZZ (looking up. INT..? HAMM I said no one can hear you! BUZZ (confused.

REX . face plants. Rex lifts his finger. use your finger! Oh! Rex sticks a finger in Buzz’s re-set hole.. now what? HAMM All right. WOODY Quick.” WOODY Rex. Zurg scum! The Galactic courts will show you no mercy! Woody flips the switch back and forth.” Abruptly. Woody flips it. WOODY It’s not working! Why’s it not working? Where’s the manual? Hamm flips through at top speed. Buzz struggles. as Barbie rushes over with the manual. WOODY Okay. HAMM Here we go! There should be a little hole under the Switch! Little hole. insert paper clip. Rex. BUZZ Unhand me. falls limp. “Caution: Do not hold button for more than five seconds.. let’s see. open his back! switch! There’s a They pull open Buzz’s compartment.. WOODY Got it! HAMM (reading) “To reset your Buzz Lightyear.96 Hamm and Rex tackle Buzz. Hamm. Buzz BEEPS loudly. The others all look at Rex. Woody and Slink keep Buzz pinned down... revealing the switch.

97 REX It’s not my fault! Suddenly, Buzz leaps up, knocking the Toys off him. strides forward, flips his wrist radio. SPANISH BUZZ Bitácora Espacial -- Me he despertado de hipersueño en un planeta extraño. (Star Log -- I’ve awakened from hypersleep on a strange planet.) The Toys are speechless. Hamm glares at Rex. He

HAMM Now what did you do?! REX I did what you told me...! Buzz -- hyper-alert -- glances sideways, narrows his eyes. SPANISH BUZZ Estoy rodeado por criaturas extrañas y desconozco sus intenciónes!!! (I'm surrounded by alien creatures of unknown intent!!!) He whips around -- flamboyant Latin-style -- and trains his laser on Woody’s forehead. SPANISH BUZZ (CONT'D) ¿Quién anda ahí? ¿Amigo? O Enemigo? (Who goes there -- Friend? Or foe?) Uh... WOODY Amigos! We’re all amigos!

Satisfied, Buzz struts forward, greeting them. SPANISH BUZZ Me debo haber estrellado, y se me borró la memoria. (I must have crash landed and had my memory erased.) He approaches Woody, kisses both cheeks, strides off. SPANISH BUZZ (CONT'D) Han visto a mi nave espacial? (Anyone seen my spaceship?) WOODY We gotta switch him back!

98 SLINKY How do we do that? HAMM (re: manual) I dunno! That part’s in Spanish! Patrol Truck lights pass by under the hall door. WOODY We don’t have time for this! C’mon!

Woody grabs Buzz, hustles him toward the playground door. SPANISH BUZZ Mi nave. ¿Lo encontraste? !Excelente! (My spaceship? You know where it is? Excellent!) They pass the Lifer, watching from the shadows. LIFER Good luck, Cowboy. EXT. PLAYGROUND - NIGHT Jessie, Bullseye, and Mrs. Potato Head wait inside a concrete pipe. Spotlights survey the playground. MRS. POTATO HEAD (points) Here they come! Woody, Hamm, Rex, Slinky, and Barbie steal across the playground. Spanish Buzz, trailing behind, does elaborate rear-guard defense poses. Woody has to grab him and pull him along. They duck into the pipe. JESSIE What took you so long? WOODY Things got complicated. Potato Head? JESSIE We haven’t seen him! Woody turns and peers out on the playground. Buzz, the last to arrive, sees Jessie. She turns to greet him. Buzz... JESSIE (CONT'D) Where’s

99 Buzz is struck dumb. Time slows. His heart melts. He approaches, drops to his knees, takes Jessie’s hand. SPANISH BUZZ Mi florecita del desierto...! Yo nunca he visto la belleza verdadera hasta esta noche! (My desert flower...! I have never seen true beauty til this night!) Jessie is speechless. She turns to the others.

JESSIE Did you guys fix Buzz? Eh... HAMM Sort of.

MRS. POTATO HEAD Jessie, behind you! Someone’s coming! The Toys turn. A tall figure looms. Mr. Cucumber Head steps into the light -- irked, agitated. MR. POTATO HEAD You would not believe...! What I’ve been through...! Tonight! Mrs. Potato Head goes to him. Darling...! MRS. POTATO HEAD Are you okay?

MR. POTATO HEAD I feel fresh! Healthy! It’s terrible! MRS. POTATO HEAD You’ve lost weight! And so tall! Bullseye nudges Potato Head’s torso toward him. MR. POTATO HEAD Ahhh, you’re a sight for detachable eyes! He plucks his eyes out and plants them on the spud. TIME CUT: The Jungle Gym slide. A Patrol Truck drives by. Slinky slides down, pops out the bottom, looks both ways. At the top of the slide, Woody holds Slinky’s back end. The tail wags.

Finally. Woody gestures “We’ll go around”. WOODY Back up. Bullseye. Woody looks around desperately. impassioned courtship dance around her. et al lie low behind the siding plank -in the shadows. all clear! ON THE PLAYGROUND The Toys shoot out the bottom of the slide. back up! Woody backs into the shadows with Bullseye and the Aliens. Big Baby reaches the wood siding. scamper off. Woody and the Aliens ride Bullseye across the playground swing set. Jessie does a thumbs-up. sighs with relief. a Patrol Truck approach. walks toward their hiding place. with others close behind. Big Baby swivels his head 180 degrees. No one’s there. Bullseye and Woody tip-toe behind Big Baby. Jessie looks back. . JESSIE Almost there! Jessie darts out. Spanish Buzz grabs her. The lights of HOLD ON an overturned plastic bucket. SQUEAK. Big Baby dismounts. Woody. They huddle behind the spring of an animal rocking swing. Bullseye leaps over the siding but the last Alien falls to the ground.100 WOODY (CONT'D) Okay. Jessie. Looks up and down. He walks off. Abruptly. amid plastic shovels and buckets. As Jessie stands awkwardly. sees Woody and the others still hiding. Woody and Bullseye peek out from underneath. Big Baby is sitting on the last swing. watching from the bushes. gazing up at the moon. Spanish Buzz performs a solemn. yanks her to him. share a relieved look. The Truck pulls up and stops. looks over. CREAKING back and forth. Spanish Buzz takes Jessie in his arms. They stop abruptly. approach the wood siding for the swing set area.

pulling it down. SPANISH BUZZ . With a lovelorn glance at Jessie. Woody pushes through the bushes -.. TRASH CHUTE .! WOODY Way to go. smoldering. SPANISH BUZZ El Vaquero. offers it to her. At that moment. and grabs the handle. Woody! C’mon! JESSIE Thank goodness! WOODY We’re almost there! He and Jessie leads the Toys off.!!! Mad with jealousy. he narrows his eyes and runs after them. He throws down his dandelion. jumps up in a series of crazy.. Jessie leaves Buzz.. steps forward. dramatically pushes Woody aside. acrobatic moves. He jumps -trying to grab the handle -. c’mere. SPANISH BUZZ Buzz Lightyear al rescate! (Buzz Lightyear to the rescue!) Buzz steps to the chute. y juntos lucharemos contra el despiadado Zurg! (Come with me! I will show you the wonders of the galaxy.but can’t quite reach it.NIGHT Woody leads the Toys to the trash chute. WOODY Buzz.101 SPANISH BUZZ (CONT'D) ¡Ven conmigo! ¡Te mostraré las maravillas de la galaxia. everyone! The Toys boost each other up onto the trash chute lid. runs and gives Woody an impulsive hug.. REVEALING Spanish Buzz -stunned and heartbroken. Abierto. he hits a button. Buzz! C’mon. and together we will fight the evil Zurg!) He plucks a dandelion. gimme a lift! Buzz.

eases to a stop at the bottom..S. NOISES.The grimy metal chute recedes into blackness.. He scrambles for traction.. stands at the edge of the slide’s precipice. ANGLE -. Whoa! No! WOODY No! No! No! The Toys slide down together. He gets up. confused and deeply disappointed.. Jessie grabs him.!!! TOYS Watch out! They collide with Woody. pulls him to safety. MR.) What’d he say? HAMM (O.. “All at once”.?!) Slink.NIGHT Woody climbs in the chute with the others and peers down. hand bracing.... No.! JESSIE (O.! Too late. Above him.feet first.? WOODY Think you can make it? . He slips and it becomes an uncontrolled slide. The trash chute cantilevers over a halfclosed dumpster. Woody begins a controlled slide down -.) You okay? JESSIE WOODY Come on down. REX Geronimo. Woody windmills his arms at the edge of the chute. stars twinkle -. Jess.An alley. WOODY Thanks.freedom.) I think he said. But not all at once.102 INT. POTATO HEAD (O. POV -. Spanish Buzz looks about.. Woody..?! (Where’s my spaceship. Is it safe? WOODY I guess I’ll find out... SPANISH BUZZ Donde esta mi nave. GARBAGE CHUTE ..S.S..

Cowboy! They broke me. as cheerful as ever. Lotso’s henchman -. his Gang hops off a wall and joins him on the dumpster lid.103 SLINKY I might be old.! Look who’s back! A NOISE. one eye broken.. clutches a metal handle. well. falling from the lid. up. Slinky-kins! Okay! SLINKY Climb across! He looks REX Suddenly. He backs up. The Lifer Phone wheels into view -. grinning.? Lotso kicks Slinky’s paws. LOTSO (CONT'D) Well.wheels wobbling. His voice is hoarse. why is he leavin’? . but I still got a spring in my step. frayed phone dangling. LOTSO You lost. LIFER (via handset) I’m sorry..if your kid loves you so much. Lotso looms over him. Lotso notices Woody among the others. two pink paws step in front of Slinky..! Lotso turns to the Toys. The Toys pull him to safety. the Octopus -. li’l doggy... He did it! HAMM All right. 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. He retracts.clambers down the chute.. The Toys turn.Stretch. blocking an escape. then leaps over the open pit to the closed lid of the dumpster. He lands hard. Behind Lotso. Sheriff -.

eyes burning.. 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 -. Woody seethes -. Barbie! Everyone turns. Ken bursts from the shadows -. Why don’t you come on back. KEN Wait..Woody. the Octopus. steps past him. JESSIE This isn’t a family. begins to prod the Toys toward the precipice.. join our family again? He smiles. fuming. 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.! (turns back) Now we need toys in our Caterpillar Room.Huh? LOTSO If that’s what you a loss for words.! LOTSO She’s a Barbie doll. LOTSO (CONT'D) Speak of the devil. Abruptly. He has no answer.104 CLOSE ON -. Ken! There’s a hundred million just like her! .! Lotso grins. LOTSO (CONT'D) Y’think you’re special. Lotso turns. Cowboy? You’re a piece of plastic! You were made to be thrown away! VROOM! A garbage truck turns into the far end of the alley and RUMBLES toward them.still in his underwear. And you need to avoid that truck. Stretch. KEN (CONT'D) Don’t do this... Jessie He runs to Lotso...! He bangs his cane. Lotso..

LOTSO Anyone concur with Ken? No one moves.then she threw us out! . LOTSO I don’t know what you’re talking about. Barbie hugs him.. Oh.. Lotso turns to the Toys. really! Chew on that when you’re at the dump! He turns away. earnest and heroic. LOTSO (CONT'D) I didn’t throw you away. Your kid did. WOODY Daisy. LOTSO Why don’t you join her?! He tosses Ken across the dumpster chasm. Woody steps forward. Lotso is amused. His face hardens..! Lotso keeps a steely composure. pull him to safety. The truck RUMBLES closer -.two dumpsters away.? You used to do everything with her! LOTSO Yeah -. Lotso picks up Ken. The Toys grab him. There’s a shift in sympathy but no one wants to stick their neck out. Ain’t one kid ever loved a toy.105 KEN Not to me there’s not! He glances at her. WOODY What about Daisy? BARBIE Wait. KEN Everyone! Listen! Sunnyside could be cool and groovy if we treated each other fair! (points) It’s Lotso! He’s made us into a pyramid and he put himself on top! Lotso’s Gang eyes each other.. Ken! Ken stands and addresses Lotso’s Gang. Fine! She sighs.

As much as any kid ever loved a toy! Woody throws the pendant. Mama... 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. yells at Stretch the Octopus. They teeter at the edge of the precipice.! Lotso grabs the pendant. “My Heart Belongs To: DAISY”. Big Baby’s face crumples.?! WOODY She loved you. It lands at Big Baby’s feet. Lotso is stunned. He pokes Big Baby like a bully. Stretch advances on Woody and the Toys. no one could! You lied to Big Baby and you been lying ever since! Woody yanks something from his holster. LOTSO Where’d you get that.she lost you! LOTSO She replaced us! WOODY (pointing) She replaced you! And if you couldn’t have her. Lotso faces them.. His lip trembles. It’s the rusty old pendant.. Big Baby shrinks back. Lotso..106 WOODY No want your Mommy back? She never loved you! Don’t be such a baby! He throws it down and CRUSHES it with his cane.. at the pendant -.. Lotso turns. hurt. Big Baby stares. BIG BABY LOTSO What -. electrified.a token of his long-lost love. sneering. He picks it up. LOTSO She never loved me! WOODY .. .

! Woody yanks the Alien free. No. Woody turns. One Alien is stuck. Help me! LOTSO (CONT'D) Help! Around the dumpster. He struggles while the other two stand around ineffectually.blank-eyed. With a CREAK. The garbage truck is only 100 feet -.. the Big Baby tugs at the open dumpster lid. He lands in the shadows. He’s gone!!! Holy cow!!! BIG BABY the lid SLAMS down.107 LOTSO (CONT'D) We’re all just trash.!!! He blows a RASPBERRY at Lotso.. no one moves. pitiless -.. Lotso is lifted from behind by Big Baby. Oh.! KLOON! Big Baby watches -.! WOODY (CONT'D) For crying out loud! Woody glances at the approaching truck. then runs back. C’mon! WOODY Hurry! MR. At the crack between the two lids are the three Aliens. POTATO HEAD REX The Toys hop on the now-closed dumpster lid..15 seconds -.away.. shutting Lotso in.. waitin’ to be thrown away! That’s all a toy is! Abruptly. No one can believe it.. Big Baby tosses Lotso into the dumpster.. rush to the retaining wall. Woody. Put me down! LOTSO (CONT'D) What’re you doing? Big Baby carries him to the edge of the dumpster.. A SQUEAK. and help each other clamber onto it.! LOTSO (CONT'D) Wait. VROOOM! The Toys turn. Spanish Buzz gestures. JESSIE .. looks up.

The Toys watch.. they start to lose their footing. horrified. The dumpster rises up. fork out. Barbie tries to follow too.!!! She turns away. but a pink paw grabs his leg. no.reaches forward. andale! (Cowboy.! They all try to lift the dumpster lid. As the dumpster tilts.. As the dumpster nears vertical. Oh. Woody tries to follow.108 SPANISH BUZZ Vaquero. The dumpster LURCHES to a stop. boy! HAMM Incoming! BA-BOOM! The truck’s forks slide into the dumpster and begin lifting it up. up. Woody calls out. up -. hurry!) The Aliens retreat to safety. The truck turns and approaches the dumpster. but Ken JESSIE KEN Barbie. BARBIE JESSIE WOODY .. All the Toys fall into the truck.. but the paw drags him slowly into the dumpster’s depths.. the lid swings open and trash begins pouring into the truck. holds her back.on the wall -.. burying her head in Ken’s comforting arms.and begins to tilt. As it rises past the retaining wall Jessie and Buzz fearlessly jump onto the rising dumpster. A FLASH of pink goes by -Lotso tumbles past. Jess! Woody! Woody falls into darkness. Barbie -. No. Woody tries to free himself. C’mon! The other Toys follow. as Woody disappears. It won’t budge.

Woody looks up. Buzz remains behind. WOODY Can you hear me?! Is everyone okay?!! MR. her voice rings out.? The truck lurches to a stop. EXT. tilting. STREETS ..S.. Senorita! (Miss.?! Miss.? Rex. WOODY (CONT'D) Against the wall. everybody! Quick! He leads the Toys to the front of the truck. Somewhere in the DARKNESS. you imbecile! doomed! We’re He GLOWS..?!) JESSIE (O... A dumpster appears above them.NIGHT The Toys find themselves in darkness. GARBAGE TRUCK .. Everyone! WOODY Go to Buzz! C’mon!!! The Toys begin wading toward Buzz.. POTATO HEAD Of course not.. We all here? WOODY Slinky.! He turns.! Buzz runs through the falling trash until he finds her pressed against the far wall -.NIGHT The Toys congregate around Buzz. SPANISH BUZZ SPANISH BUZZ Senorita. A trickle of garbage begins to sprinkle down from above.109 INT... INT. The hydraulic motor STARTS. seeking shelter.NIGHT The garbage truck rumbles through the streets.! Buzz. where are you. Senorita..terrified. GARBAGE TRUCK . Buzz pulls himself from a mound of garbage. donde estas....) . awash in garbage.

eyes open -. Jessie pops his shield.dodging and weaving. . Buzz. JESSIE Buzz. Then he sees the others. They look up. piles on top. Look out! Buzz and Jessie look up. A BEEP. The other Toys join her. Garbage is falling out of the dumpster directly above them. CRASH!!! The TV smashes down on Buzz. the Toys watch.!!! As the dumpster above recedes. POTATO HEAD Jessie shakes him again. sobbing. JESSIE No. shakes him. HAMM They’ll never make it! Buzz grabs Jessie and carries her -. you okay?! Buzz! No response. Buzz’s eyes are closed. aghast. A SCRAPING sound above.. dodging madly while trash rains down upon them..110 CLUMP! Something large falls behind them.! She hugs him. Buzz takes Jessie’s hand and they run across the garbage truck bay.. y’all! I found him! They rush over and drag Buzz from the pile. Buzz sits up. He sniffs the air with distaste. Buzz lunges and tosses Jessie out of the way. JESSIE A deluge of trash MRS. Buzz!!! And again. Buzz jack-knifes forward. Jessie pulls away. The Toys gape at him in open-mouthed wonder. burying him completely. WOODY Anyone see him?! SLINKY Over here. Against the back wall. then lurches back. She turns.. Jessie runs forward and begins digging. An old TV set falls towards them.disoriented.

stay together! Everything lurches. The BEEP-BEEP-BEEP backing-up alarm begins to sound. The truck bay begins to tilt. . GARBAGE TRUCK .higher and higher. was it? JESSIE Oh. onto the dump below.. TRI-COUNTY DUMP .NIGHT The garbage truck tilts up -. hugs him tight. BUZZ That wasn’t me. DUMP .partners again. you’re back. Space Ranger! Woody! Woody smiles -.. I’m back! (beat) Where’ve I been? WOODY Beyond Infinity. EXT. EXT.NIGHT The truck grinds to a halt. Buzz! You’re back!!! You’re back. Trash begins pouring out the back. But. BUZZ Yes. The Toys look around.NIGHT The garbage truck drives in the entrance. WOODY Everyone -. BUZZ BUZZ (CONT'D) Where are we now?! REX (excitable) In a garbage truck on the way to the dump! Buzz’s smile freezes. Buzz looks around. INT. you’re back!!! She throws her arms around him.111 Buzz frowns.

NIGHT The Toys cling together. Potato Head up. MR. Nearby. they’re gone.. GARBAGE PIT .. EXT. Hamm and Rex unearth themselves. He’s in a the distance. allowing garbage to spill out. A trash pit is revealed below.... Hold on! Whoa. Hey! WOODY Guys. One points to some heavy machinery -with a giant claw -.!!! A blinding LIGHT pours over her and envelops the Toys.NIGHT Woody lands on a trash heap -. screaming. GARBAGE TRUCK .! No!!! Mr.Oooff! A plastic bag whips by. tilting 70 degrees. GARBAGE TRUCK . DUMP . He sits up. POTATO HEAD You got all your pieces? The Aliens pop up. POTATO HEAD My Babies. stream of garbage becomes a torrent. a bulldozer passes over them. ALIEN The Cla-a-a-aw! They toddle off toward it. Before anyone can react. INT.. wind-blown landfill..112 INT..! TOYS Suddenly. Just like that. as they slide out into the open night. Potato Head The WOODY We’re going in.. the trio of Aliens is bathed in headlights. . The Toys begin sliding out.. no.! EXT. helps Mrs.NIGHT The back flap opens.NIGHT The garbage truck extends fully. MRS.

VWOOSH! Slinky is pulled up OUT OF FRAME.. Rex SCREAMS. other pieces of metal begin FLYING UP and sticking to the ceiling belt. The other Toys gather round. WOODY Slinky. JESSIE It’s a magnet! Watch out! High above. studded wheels and a massive grate -. get down from there! A hammer shoots up and CLANKS on the belt... The Toys are pushed backward toward a trench. you might wanna take a look at this! The Toys scramble up a pile of debris. CONVEYER BELT .. A bulldozer -. Jessie heading right at them.! Slinky is fixed to a fast-moving conveyor belt above them. All around them.. EXT. narrowly missing Slinky.. Woody runs after him.NIGHT The Toys land on a conveyor belt entering a dark tunnel. INT. CONVEYER BELT .NIGHT Woody sits up and watches the light receding behind them. Slinky. SLINKY WOODY (CONT'D) . Hang on! They tumble as the bulldozer pushes them over the edge. Slinky looks around. Woody! MRS.! Woody.113 Woody turns. SLINKY Uh.with giant. POTATO HEAD What do we do? WOODY (CONT'D) WOODY We’ll be okay if we stay toge--.

?!!! They still can’t move it.. a pink paw thrusts out from the belt below. I’m stuck! Woody looks at the approaching shredder.. Woody struggles to lift the bag. Jessie eyes the approaching shredder. Help. Woody.! JESSIE Woody lands on the belt.. Buzz sees a lunch box near him starting to quiver. Woody grabs a metal handle and flies up.! Each Toy grabs a metal object and lifts -... Thank you! WOODY Don’t thank me yet.) Help me!!! Lotso is pinned under a golf bag. Woody pulls out a golf club. a CD. sticking to the ceiling belt. Buzz. runs back to Lotso.. Rex.! Woody turns. Together. Buzz grabs it. Hamm dives into a nearby pot and is lifted upwards. The bag finally lifts.. he grabs a metal fan and sails up to the ceiling.two fast-spinning vertical cylinders that shred everything on the belt. LOTSO (O. the last. they pull it down and jam it under the bag for leverage. HAMM You heard the guy... grabs an aluminum can...!!! JESSIE Woody. Quick! BUZZ Grab something metal! He grabs it and is pulled up to the magnetic belt.. REX It’s not working!!! Finally. Buzz drops down next to Woody..S... LOTSO (CONT'D) Help!!! Please! He lets go. The magnet tugs it upward. Suddenly. etc.CLUNK! -. LOTSO Woody and Buzz push together. .114 Ahead is a Shredder -.

They’re pulled up to safety as the golf bag is pulverized.. DUMP / STAIRWAY TO HEAVEN . He and Buzz point the club skyward.. The Toys gather around. Run!!! WOODY (CONT'D) JESSIE WOODY (CONT'D) .NIGHT Woody.and Lotso scrambles out. LOTSO Thank you.? All the Toys have vanished.. 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 and Buzz let go and plummet... The toys scramble forward. churning vortex. then at Woody. Sheriff..S. FAST TRACK -.115 WOODY Go! Go! . Woody grabs Lotso. Guys?! JESSIE (O. Woody! The toothed belt begins to ascend upwards. (turns) Right guys. Buzz and Lotso land on the bed of a big. Woody’s smile drops. garbage falls into a burning. EXT.At the end of the conveyer belt.) Woody! Down here! Jessie and the others wave from a conveyer belt far below.. WOODY I don’t think that’s daylight.! WOODY We’re all in this together. fast-moving conveyer belt with metal walls. Lotso looks back at the shredder..

They dodge.! No. Hurry!!! Lotso reaches the walkway where the blue button glows.. falls.. Lotso leaps up. Buzz WOODY Hit the button! Lotso scrambles up the ladder toward the glowing button. Lotso trips. Go!!! Go!!! As they pass.. gives a salute. The Toys are carried up the conveyor belt toward the pit.!!! BUZZ Lotso. Woody. he climbs..!!! BUZZ He WOODY (CONT'D) . A pulsing blue LIGHT. Lotso stays focussed on the button above him.116 Unable to jump off.. He can’t pull himself up.. but they’re no match for the speed of the rising conveyor. runs off down the walkway. The Toys reach the belt’s acme -. see Lotso.! LOTSO The button! Help me! The Toys look back. LOTSO Where’s your kid now. WOODY (CONT'D) Just push it! Push it! Push it!!! Lotso smirks.heels at the edge of the waterfall of trash cascading to a melting. A ladder leads to the button. duck and hurdle over the coming trash. WOODY No. Sheriff. and Jessie boost Lotso up.. the Toys begin running down the the helpless Toys. Sheriff?! He turns. High on the wall ahead is an Emergency Stop button. The Toys watch Lotso -...receding -. grabs the bottom rung. He looks up. churning vortex. turns and looks -.malevolent -.

Rex slides past Woody. fighting against the trash tumbling into the vortex of fire. takes her hand. WOODY REX Jessie grabs Bullseye’s hoof. climbing desperately.. fall.NIGHT The Toys land in a giant vortex of trash being sucked down into the glowing eye of an incinerator. Mr.. . Hamm reaches out to Rex. Jessie looks at Buzz.trash tumbles over itself as sparks and ashes fly through the air.. Buzz. Ahhhhhh! Rex!!! Woody grabs Rex’s hand. Woody stands and starts trying to climb out. turn away.. Slinky takes Hamm’s hand. As they approach the vortex. get up and slip again. and the circle is complete.! Buzz looks at her. EXT. Woody stares at the fire. Woody takes Buzz’s hand.117 The Toys YELL as they tumble off the belt. shuts his eyes.. towards the incinerator. There’s no way out. The Potato Heads hold each other. They are all being pulled inescapably downward. The Toys close their eyes. Potato Head grabs Rex. slides further toward the inferno. They slip. INCINERATOR HOPPER . It’s a nightmare -no matter how fast they climb. The Toys do the same. Buzz reaches out to Woody. heat waves blast their faces. The ROAR is overwhelming. This is the end. JESSIE What do we do? He reaches out.. they inexorably slide backwards. It’s chaos -.

118 A LIGHT from above shines in Woody’s face. He opens his eyes. A giant mechanical Claw lowers towards them. The Claw plunges into the trash around them, closing them in its grip, then raises them up. They soar into the air, away from the ROARING incinerator. Woody looks around in disbelief. The Claw spins, passing in front of the crane booth. INT. CRANE OPERATOR’S BOOTH - NIGHT In the booth, the Aliens man the joysticks. ALIENS The Clawwwww!!! They lean into the joystick, steering the Claw to safety. EXT. DUMP - DAWN The Claw lowers and opens, dropping the Toys to earth. They spill out, COUGHING and GROANING like shipwreck survivors. Woody sits up, looks around. Whew...! They have faced death and survived, and are profoundly shaken. Potato Head stares at the sky. MR. POTATO HEAD Y’know all that bad stuff I said about Andy’s attic? I take it all back. SLINKY You’re darn tootin’! You said it! Buzz and Jessie sit up, still holding hands. him, smiles. He smiles and holds her gaze. She looks at HAMM REX Rex pops up through trash.

Mrs. Potato Head takes Mr. Potato Head’s hand.

119 MRS. POTATO HEAD You were so brave!

Oh, darling! A SQUEAK.

The Potato Heads turn, see the Aliens approach. MRS. POTATO HEAD (CONT'D) You saved our lives...! And we... MR. POTATO HEAD Are eternally grateful!

Potato Head scoops them into his arms for a big, proud hug. My boys...! ALIENS Daaddddyyyy...!!! Hamm looks around. Hey! HAMM Where’s that furball Lotso? MR. POTATO HEAD (CONT'D)

SLINKY I’d like to loosen his stitching! WOODY Forget it, guys. He’s not worth it. EXT. GARBAGE DUMP, ELSEWHERE - DAY Lotso limps toward the dump exit. drops, freezing. A NOISE. He turns, then

A truck’s wheels SCREECH to a halt in front of Lotso. A door OPENS and SHUTS. FOOTSTEPS. A hand picks him up. Hey! Whatcha got? GARBAGE MAN ONE (O.S.) I had me one a these when I was a kid! He buries his nose in Lotso’s tummy, inhales. GARBAGE MAN ONE (CONT'D) (nostalgic rapture) Strawberries...! GARBAGE MAN TWO (O.S.) GARBAGE MAN ONE (O.S.)

120 EXT. GARBAGE DUMP - DAY The truck exits the dump -- Lotso strapped to the grill. He comes to life, panicked. On the grill are a couple of muddy, bug-spattered Plushies, including a sad-eyed FROG. FROG Hey, buddy...! (Lotso turns) ...Y’might wanna keep yer mouth shut! The others SNICKER. Lotso WHIMPERS. The truck RUMBLES off. ANGLE -- The truck passes, REVEALING the Toys, unaware of Lotso’s karmic comeuppance. Jessie sees Woody lagging. JESSIE C’mon, Woody -- we gotta get you home! BUZZ That’s right, “College Boy”! WOODY But... What about you guys? Maybe the attic’s not such a great idea. He glances at them, uneasy. Jessie steps to him.

JESSIE We’re Andy’s Toys, Woody... BUZZ We’ll be there for him. Woody smiles. WOODY I just hope he hasn’t left yet... MRS. POTATO HEAD Wait a minute! Wait, I’ll check! She covers her good eye, concentrates. MRS. POTATO HEAD (CONT'D) He’s still packing...! (GASPS) ...But he’s almost done! HAMM He lives halfway across town...! REX We’ll never get there in time! Together.

!!! Brrr. Buster! You got They brighten. boy. Then.DAY Andy’s loading up his hatchback with boxes. One by one. comes the air-guitar WAILING of Andy’s Neighborhood Garbage Man. GARAGE ROOF . EXT. see him a dozen yards away. REVEAL the Toys hiding behind a garbage can.121 The Toys glance at each other. gestures to the other Toys.!!! Stop!!! WOODY HAMM That’s enough. Buzz closes his helmet. just a few more boxes in my room. then make their way along the roof towards Andy’s open window. The Toys react to the cold water.. go! The Toys run off. The Toys turn. As the garbage truck passes. go! Go. Molly’s on the lawn playing with Buster. blows out a spray of water. Okay. DRIVEWAY . TOYS Eeeaauggh. c’mon! INT.. Woody peeks around. . the Toys scurry up his Slink.Woody’s hand comes in. that’s enough!! WOODY All right. distantly. turns it. that’s enough. EXT. The Toys huddle while Woody hoses them off. BACK YARD . At the curb.DAY TIGHT ON SPIGOT -... honey? everything? ANDY Yeah. Potato Head pulls off his nose.DAY Slinky heaves himself up to the edge of the garage roof.. MOLLY C’mon.. MOM Is that it. C’mere.

Woody heads for it. puts a hand over her working eye. Woody offers a hand. Buzz...Have fun at college! HAMM Yeah.. BUZZ All clear. Mrs... Slinky lowers a paw. other Toys follow. turns. TRANSITION: She pops her eye back in.. blinks.Under the bed. shakes hands with Slinky. ANDY’S ROOM . The Mrs. This may be the last time he ever sees the other Toys. The Toys climb into a box marked “Attic”. but not too much fun! Woody laughs. are in front of us. On the desk is a box marked “College”. scrambling across the room.) Hey. Buzz turns. He reaches the box.! The feet turn and a hand reaches TOWARD US.. looking out. tickled. Woody.O. jump to the floor. POTATO HEAD (V. Potato Head stops. GRABBING the subjective eye. He scrambles back toward Buzz.. They shake. And GIGGLES. .. TRANSITION: POV -. facing away.DAY Buzz and Woody peer in.. Woody looks up. Buzz helps them.. SLINKY (O.) There you are. SLINKY (CONT'D) . Potato Head’s feet MRS..122 INT. WOODY WOODY (CONT'D) This isn’t good-bye.! They clamber through the window.S.

. MR.. Woody lowers into the College box. On the desk. WOODY (CONT'D) Jessie -. confused. POTATO HEAD He’s a good kid. He turns. Buzz just smiles.? He turns..) Honey. I will.. BUZZ WOODY MRS. FOOTSTEPS climb the stairs. pull the flaps shut just as Andy and Mom enter. looks back at his friends. BUZZ You know where to find us.. Cowboy. Buzz smiles. Woody turns to Buzz -. My what. Woody jumps on the edge of the College box.S.S. Besides.) I’ll get something on the’ll be okay in the attic? JESSIE ‘Course I will. Woody smiles.I know about Buzz’s “Spanish Mode”. runs to the desk. you want some food for the road? ANDY (O. MOM Did you say goodbye to Molly? . salutes back.there’s so much he wants to say. Buzz climbs in the Attic box with the others. Woody gives Buzz a salute. (leans in) . Woody and Jessie share a smile. Yeah.123 REX Woody. take care of Andy. Tell him to get a haircut.. POTATO HEAD MOM (O... The Toys duck in the Attic box. Woody sees Jessie.

.) It’s okay. Andy. we’ve said goodbye like ten times! Mom stops.. Aren’t you gonna say goodbye to Buster? Andy and Mom step into the hallway. Molly steps to the MOLLY (O. playing with Woody and the other Toys. POV -. Woody half-smiles -.. WOODY POV -.) Hey. MOM The room is empty. THE PHOTO Of young Andy... MOM I know. Sadness and uncertainty are replaced by happiness and determination. beside her. Suddenly.124 ANDY Mom. suddenly overwhelmed. TRACK IN ON Woody..C. is abashed. it’s just.! IN THE COLLEGE BOX Woody quietly peeks out the hand holes. ON WOODY He turns and glances off... Mom and Andy’s words echo in his head. ANDY You will be.. always be with you.. I wish I could ANDY (O.His GAZE SHIFTS from Andy-holding-Woody to Woody-with-the-other-Toys. . FOOTSTEPS and collar JINGLES approach. Mom.! Andy. Oh. Mom. noticing epiphany. room’s threshold with Buster.Woody can half-see Mom hug Andy.C.

MOM (O.S. looks up.! (to Buster) Who’s a good doggie?! Who’s a good doggie?!!! I’m gonna miss you! While Andy scratches Buster’s belly. CUT TO: .THE DOOR Andy walks in.. don’t let Molly near my stuff.C. you really think I should donate these? Mom answers from the hallway.) C’mon. He stops.) Of course I will. making sure they’re all there -.pulling a few out. noticing the yellow Post-It on the box top.) He’s telling you to go already. Andy turns. ANDY (CONT'D) ANDY (CONT'D) Hey. He sneaks across the room. Buster starts BARKING. He picks up the Post-It. MOLLY (O...smiling with fondness and relief. reads it. grabs a pen and a sticky note. Hey.. He opens the flaps. crouches to pick up the Attic box.C. honey. ANDY Okay..) It’s up to you.. TRACK IN -. looks up at the door. Woody finishes writing. Buster. Whatever you want to do. Woody gasps. finding all of his Toys. get the rest of your things. Mom. starts frantically writing.! He digs through them -. MOM (O.125 ANDY (O. He calls out. Woody jumps out of the box. jumps on the Attic box. So.S. Mom and Molly stay in the hallway.

CAR .COLLEGE BOX -.The address on the front gate. DONATE TO: Bonnie 1225 Sycamore Road TILT UP -. Andy stops. BONNIE No! Don’t go in there! The bakery is haunted. BONNIE (CONT’D) Look out! The ghosts are throwing pies! Splat! Splat! Splat! Bonnie notices Andy and immediately stops playing. TRACK IN -. glances at the box. while her Mom and Dad garden nearby. Mom. The car slows. looking for an address.! Hi! Andy lets himself in the gate. BONNIE (CONT'D) .!!! (another voice:) Shhhhhh!!! Are you crazy?! You’ll wake up all the ghosts! Andy watches Bonnie play -.The hand slot of the College box. Andy.126 INT. left behind.. A box with “Attic” crossed out sits in the passenger seat.Andy crosses the street and approaches the house. It matches. POV .. EXT.. ANDY BONNIE’S MOM She stands.. HOUSE .. On the Post-It is written: Andy sees Bonnie playing in the front yard. sees Andy.DAY Andy cruises.exuberant and unself-conscious.? Bonnie’s Mom looks over..DAY Andy grabs the box and gets out.

the roughest. ANDY So you’re Bonnie? He hunches down so he’s eye to eye with her.. but none more’n her best pal. ANDY (CONT'D) This is Rex -. curious. most terrifying dinosaur who ever lived. Andy sits in front of her. Bonnie looks at her Mom.. Uhh. Bonnie backs up. BONNIE’S MOM You hear that.! Bonnie peeks around her Mom. ANDY Right now. who nods. takes him.the meanest. BONNIE’S MOM So.. (dinosaur voice) “Raaawwwrrrrr. ANDY I have some toys here. crosslegged. as Jessie) Yee-haw! Here.. grins. but I’m going away now. A smile escapes Bonnie.. ANDY (CONT'D) This is Jessie -. He opens the box. (whinnies. so I need someone really special to play with them. toughest cowgirl in the whole West. Bullseye. then.. what can we do for you? Bonnie goes and stands behind her Mom. Someone told me you’re really good with toys. .127 BONNIE’S MOM Wow! Look at you! I hear you’re off to college?! Yeah. Bonnie is uncertain. She walks forward. Bonnie? Ohhh.!!!” He thrusts Rex at her. pulls out Jessie and Bullseye. Andy gives Jessie and Bullseye to her. actually. ANDY (CONT'D) I’m Andy. She loves critters. Andy pulls out Rex. These are mine.

. then pulls out Buzz. He hands them to her. (deploys wings) . Andy pulls out Slinky and Hamm. BUZZ “To Infinity. (Hamm voice) “..Evil Dr.. he can fly. happily surrounded by Andy’s toys. But Hamm? He’ll keep your money safe.Mister and Missus. Bonnie presses a button on him. ANDY (CONT'D) . ANDY (CONT'D) And this is Buzz Lightyear -. He pulls out the three Aliens.Pizza Planet! She smiles. Bonnie nods. ANDY Now. Bonnie nods.. Pork Chop!” Bonnie smiles.And shoot lasers..but he’s also one of the most dastardly villains of all time. ANDY (CONT'D) Now Slinky here is as loyal as any dog you could want... ANDY (CONT'D) These little dudes are from a strange. takes them.. Look. They mean a lot to me... . You gotta keep ‘em together ‘cause they’re madly in love.. alien world -.. you gotta promise to take good care of these guys.. BONNIE My cowboy! Her eyes go wide.. And Beyond!!!” Bonnie looks up..the coolest toy ever.128 Andy pulls out the Potato Heads. takes them. (fires laser) He’s sworn to protect the galaxy from the evil Emperor Zurg! Andy hands over Buzz. She glances in the box. ANDY (CONT'D) The Potato Heads -. He drops a quarter into Hamm’s slot..

WOODY (voice-box) “There’s a snake in my boot!” Bonnie giggles and reaches for him. Pchoo! ANDY Pchoo! Pchoo! She hugs him. confused.ever. BONNIE “There’s a snake in my boot!” Andy -. sees Woody lying in the box. He’s brave. Woody. Woody -. He’ll be there for you. ANDY Now.he’s been my pal as long as I can remember. no! The ghosts are getting away! Woody’ll stop ‘em!! She swoops Woody in the air. Andy looks down at Woody.129 Andy looks down. BONNIE Oh. like a cowboy should be. makes a decision.. Bonnie joins in the play.. But the thing that makes Woody special? Is he’ll never give up on you -. He hands Woody to Bonnie. ANDY What’s he doing in there? Bonnie points. Pork Chop’s attacking the haunted bakery! Pchoo! Pchoo! Without missing a beat.amazed -. Andy grabs Slinky and gives chase. and smart. then. Bonnie looks at Andy. no! Dr. but Andy instinctively pulls Woody away.pulls Woody’s pull-string. And kind. laughing. He holds Woody out -. They EXIT FRAME. ANDY (CONT’D) Oh.gentle and serious. no matter what. Y’think you can take care of him for me? (she nods) Okay. .? He lifts Woody out. Andy suddenly grabs Hamm.

BONNIE’S HOUSE . Look.LATE AFTERNOON .. EXT. Buzz puts an arm around Woody. WOODY So long.. ANDY Thanks.MONTAGE Bonnie and Andy play together with all their Toys. sit up. . They watch Andy drive off. BONNIE’S HOUSE . He gets in his car.Blue sky.. partner. swings her around. Andy smiles. He takes one last look at all his Toys on Bonnie’s porch. the Toys come to life.And pulls away. Bonnie makes Woody’s arm wave at Andy. The other Toys gather around.C.) C’mon -. the Toys scattered at her feet. Bonnie stands on the porch. Woody watches Andy drive away. She clutches Woody..let’s get some lunch... CRANE UP TO .. On the porch. BONNIE’S MOM (O. Mommy! together! BONNIE They’re all playing Bonnie puts Woody down and runs to her mother’s arms. and we. Mother and daughter laugh as they step into the house. She scoops up Bonnie.. THE END .DUSK Andy walks to his car. and fluffy clouds. guys. turns. and Woody in Bonnie’s arms.130 EXT.

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