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On A Wing & A Bear Transcript

Written: 04/16/2016
Updated: 10/06/2021

Act I

Scene I

(Far shot of the cliff gun entrance leading into Cape Suzette. The SeaDuck flies in towards the entrance.)

Baloo Von Bruinwald XIII: Ha ha! There it is Kit. Be it ever so narrow, there's no place like home. (The SeaDuck flies inbetween the notch. Head into the cockpit with Kit looking at the speedometer and the needle is pointing almost all the way to the right.)

Kit Cloudkicker: Huh, took that a little fast, didn't you; Baloo?

Baloo: Yeah. But I won't tell if you won't. (Kit smiles and then we hear sirens. Kit looks out the window.)

Kit: Uh-oh. Tell that to them. (Baloo turns around and sees a police seaplane racing behind them. The SeaDuck drops down and lands on the water; the police seaplane lands right on the left side of the SeaDuck. There is a female hippo in police gear coming out of the plane.)

Baloo: Hot diggity, a she-cop! (She takes her shades off.) Hey, watch old Baloo sweet talk his way out of this ticket. (The police officer walks onto the wing of the plane as the radio is still on in the seaplane.) Well, afternoon, officer. My, your peepers sparkle like your badge.

Police Officer: Flattery will get you five to ten, hotshot. Let we see your pilot's license. (The officer takes out a notepad and writes something down.)

Baloo: Daumm, officer, couldn't we overlook the speeding ticket, just this once? (Baloo gives his license to the police officer as her notepad changes from white to pink.)

Police Officer: Nope.

Baloo: Well, how about if I take seven orphans to the Parnum & Piccadilly circus? (Kit is just not thrilled at this.)

Police Officer: Nope. (Officer looks at the license.)

Baloo: And...I'll buy my mother a ticket to the air police ball. (Officer examines the license some more.)

Police Officer: Hmmm...Deal. No speeding ticket today. (The officer then gives Baloo a pink ticket anyway.)

Baloo: Then what's this for?

Police Officer: Driving with an expired license. (The officer gives Baloo his license back and Baloo doesn't look happy.)

Scene II

(Inside the office of Higher For Hire as Rebecca walks from her desk carrying a large box. The door opens and in comes Baloo and Kit.)

Rebecca Cunningham: Oh, good. You're back, Baloo. I need you to deliver this crate of red herrings to the Sherlock Retirement Homes. (She gives the box to Baloo and then brings out a clipboard and writes notes on it.)

Baloo: Ahem, there's a teeny-weeny problem, Beckers.

Rebecca: What?

Baloo: I, um...I can't fly. My pilot's license expired. (Rebecca is shocked and appalled.)

Rebecca: How could you?! Of all the idiotic, stupid, imbeclic, moronic things to do! (Rebecca backs him up to the door wagging her finger.)

Baloo: Calm down! I'll renew the license, no problem.

Rebecca: You'd better, or I'm out of a pilot and you're out of a job. (Rebecca storms off stage left.)

Baloo: Come on, Lil' Britches; let's head over to FLAP.

Kit: FLAP?

Baloo: Yeah. The Federal Licensing Agency for Pilots. (Baloo moves Kit out of the office.)

Scene III

(Head outside the office of Higher For Hire as Rebecca is outside carrying the box Baloo dropped earlier. A monkey gas truck driver appears with a lot of hose around his shoulder walking towards Rebecca. There is a green oil tanker truck called Khanoco. There is a foghorn sound effect in the background.)

Monkey Gas Tank Driver: Well, filled up your gas tank, Miss Cunningham. That'll be one hundred twenty dollars. (Rebecca drops the box in shock.)

Rebecca: What? Why so much?

Monkey Gas Tank Driver: Gas prices have doubled. Haven't you heard? (The gas looks like water in the hose I should point out.)

Rebecca: How am I supposed to stay in business with these prices? Who's responsible for this?

Monkey Gas Tank Driver: The big boss, Mr. Khan. (Rebecca puts her hands on her hips and then grabs the box and walks to the blue car beside the tanker truck. He throws the box in the back and gets in her car.) Hey, where you goin'?

Rebecca: Tell Mr. Khan that he no khan do! (Rebecca closes the door, starts the car and drives backwards.)

Scene IV

(Pan north shot of Khan Tower.)

Khan's Yes-Man: Stop, stop! You can't come in here. Mr. Khan sees no one. (Cut to inside the office of Mr. Khan as the doors open with light shining from the outside and in comes Rebecca pushing Khan's Yes-Man around.)

Rebecca: He'll see me! No yes-man is gonna tell me no! (Rebecca walks towards the desk as Mr. Khan is already facing her.)

Shere Khan: It's all right. Let Miss Cunningham speak her piece. (Khan clasps his hands as Rebecca makes it to the desk.)

Rebecca: First of all...(Rebecca gasps and looks down at the desk.) May I have a glass of water? It's a long walk across your office. (Rebecca flops onto a blue chair. Rebecca pants as Khan comes over and gives her a paper cup of water. Rebecca grabs the cup and gulps the water from it.)

Shere Khan: I bet you're here about the high gas price. (Khan goes back to his desk.)

Rebecca: Why, yes. (Khan's Yes-Man comes running in a panic.)

Khan's Yes-Man: Mr. Khan! Ahem, another oil tanker's been hijacked and disappeared, sir. (Khan looks flustered.)

Shere Khan: Pirates, again?!

Khan's Yes-Man: (Panting.) Afraid so, sir. (Khan pounds the desk in frustration.)

Shere Khan: Oh, that Don Karnage! He's making it impossible for the public. Prices will have to go higher.

Rebecca: Yes, but high prices make it difficult for my business. How am I supposed to come up with extra money?

Shere Khan: Oh, I don't know. It's always the little guy who suffers most.

Rebecca: I suppose I could check my sofa for loose change. Sorry if I bothered you, Mr. Khan. (Rebecca gets up as Khan's nose is white instead of orange in some shots.)

Shere Khan: No, no; I'm sorry, dear. (Rebecca walks out of the office as Khan's Yes-man and Shere Khan look on to see if she's left. Then he addresses his yes-man.) Deliver a telegram to Don Karnage, congratulating him on the successful hijacks.

Scene V

(Cut to outside a large wooden building with docks as the SeaDuck is in front of a small red fire hydrant with various broadwalks surrounding the area.)

Baloo: Hold on to your goggles and scarf, Lil' Britches; I'm gonna get my license renewed so fast they'll give me a speeding ticket. (Cut to inside the department building as we see various denizens filling out forms. Baloo and Kit are at the counter as a beaver furry is filling out the papers at the counters. He is wearing a blue suit and red tie. There is an eye chart on the wall that is randomized. The officer gives him the license papers.)

FLAP Clerk: Your examining officer will be Mr. Throgmorton. (Baloo turns around in shock as we see a Nutria furry wearing a blue suit, green vest, red tie, blue pants and glasses with grey hair is outside on the docks getting into the SeaDuck with a clipboard.)

Baloo: Hold the anchovies! Not Ralph "Love to flunk'em" Throgmorton! (Baloo looks frightened.)

Kit: You know that guy?

Baloo: I know he's trouble. (Cut to outside as Ralph Throgmorton is looking at his watch.) Old Throggie was my driver's ed teacher. (Flashback sequence to twenty years back. Baloo is walking on the street wearing a grey coat with orange trim and a small hat with the top of it opened up. There is a fire hydrant in the scene on the sidewalk and a poster with Japanese writing on it. Some clown juggling on a ball against a green background. Ralph is getting in the blue with bronze trim antique car in front of the driver's education building. Cut to Ralph looking more or less the same only with brown hair and wearing a black suit, red vest, white shirt and blue bow tie.)

Ralph Throgmorton: Today, Baloo; we're studying the ABC's of driving. (Baloo gets into the car as well.)

Baloo: Great! What do you say, we get the XYZ outta here. (Baloo cranks the front of the antique car to start it up and we drive off for a bit and then the car is stopped.)

Ralph: What do you think you're doing?!

Baloo: Uh, driving?

Ralph: This isn't driving, this is unorganized chaos! Start again. This time, proceed alphabetically.

Baloo: Oh yeah, right. A: Accelerate the accelerator.

Ralph: Check. (Baloo is now zigzagging for no reason as the horn honks.)

Baloo: Uh, B...

Ralph: In my book, "honk the horn" comes under H, not B.

Baloo: Uh, I was hopin' "Blast the beep-beep" comes under B.

Ralph: Minus five points. (Ralph writes down on the clipboard.) Now, put the car in reverse.

Baloo: Ya-y-you want me to back up?

Ralph: Yes. Now go ahead.

Baloo: What? G-go ahead or back up?

Ralph: Go ahead and back up!

Baloo: (Sweats.) Uh...eeny, meeny, miney, mo. (Baloo tries to back up the car using the lever; but the car rushes forwards as flames come from the wheels; none of them hit the pavement though. Baloo crashes into the fire hydrant as water comes pouring from it.)

Ralph: I said, back up!

Baloo: You said go ahead!

Ralph: I say...That's another five points. (Ralph writes on the clipboard.)

Scene VI

(Driving in the city of Cape Suzette in the middle of the road as Baloo is recounting from the flashback. Cars are driving in various directions including cutting right in front of the car.)

Baloo: (Flashback voice.) I'm telling ya, Lil' Britches; he got me so nervous, I didn't know my right from my left. (Hilariously; young Baloo mouth is moving the exact same way as old Baloo talking about the flashback.)

Ralph: Turn right on the next street.

Baloo: Okay. (Baloo puts his hand on his chest.) I pledge my allegiance to the flag...

Ralph: (Flustered.) What are you doing?

Baloo: This is how I tell left from right. Right goes over your heart... (Ralph gets in his face.)

Ralph: But you missed the street! (Baloo then takes the wheel; he races like a drag racer around the street and into an alleway and then crashes into another fire hydrant. Everyone gets out.) You are the most idiotic, stupid, imbecilic...

Baloo: You left out moronic...

Ralph: ...moronic driver in the world!

Baloo: Yeah, but look on the bright side, teach. You got a free car-wash! (Ralph gets all flustered and angry as he slams down the clipboard and screams. The flashback is over as we head back outside the FLAP building with Baloo and Kit exiting the building.)

Kit: Okay, but that was then and this is now. You're the best pilot in Cape Suzette.

Baloo: Nah.

Kit: In the country.

Baloo: No way.

Kit: In the world!

Baloo: Ah, you left out universe.

Kit: Right. So what are you worried about?

Baloo: Heh heh. You know, kiddo...When you're right, you're right. (Baloo walks towards an older Ralph who has no hair on his head anymore.)

Ralph: You must be Baloo. Ready for your test?

Baloo: Yup. Let's get this show on the road. Uh...In the air, that is. (Baloo gets into the SeaDuck as Ralph just stands there wondering.)

Ralph: "Baloo." Hmmm, something familiar about that name. (Ralph gets into the SeaDuck and sits in the navigator's chair. Baloo is in the pilot's seat.)

Baloo: Oh common, very common. You know: Smith, Jones, Baloo...

Ralph: Begin with the pre-flight check-off list.

Baloo: ABCs again, huh? Well, lemme see. A...ah...check aileron. (Baloo pushes on the flight stick.)

Ralph: (Writes on the clipboard.) Check.

Baloo: B. B. What starts with B? (Cut to outside as the engines start.)

Ralph: Propellers start with P, not B!

Baloo: Yeah, yeah; but they buzz. Heh-heh!

Ralph: You just lost five points, mister. (Ralph writes on the clipboard and Baloo begins to panic.)

Baloo: Um...A, B, C, D. (Baloo begins pulling and pushing switches at random.) X, Y, G...? (The SeaDuck backs up and collides with the fire hydrant at shown at the beginning of the entire FLAP scene. Water comes gushing out of the hole.)

Ralph: Baloo! Now I remember.

Scene VII

(Back outside the office of Higher For Hire; and then head inside the office of Higher For Hire as Rebecca is walking around Kit who is just standing there.)

Rebecca: Oh, dear; oh dear. What if Baloo doesn't pass? What will I do? Where will I find another pilot? (Baloo opens the door and walks in.)

Baloo: Howdy-hi-hi. (Baloo closes the door.)

Rebecca: Well? Well?

Baloo: Do you want the good news or the bad news?

Rebecca: Let's get the bad news over with.

Baloo: Fine. Gas prices went higher.

Rebecca: I knew that! What's the good news?

Baloo: You won't need any gas. 'Cause I can't fly? No license!

Rebecca: Oh, no!

Baloo: This is one bear without the Bear Necessities. (Rebecca is flustered.)

Rebecca: I can't believe this! First the price of gas goes sky-high. Now, my one and only pilot is grounded! March right back to FLAP and take that pilot's test over again.

Baloo: Oh, what's the point? I'll never pass. (Baloo turns around and walks off.) I'll never fly again.

Rebecca: But you have to. I need you! Where are you going?

Baloo: I have to get my busing license.

Rebecca: But why do you want to drive a bus?

Baloo: I don't. Gonna bus tables. Or somethin'. I gotta make a living somehow. (Baloo opens the door and walks out of the office.)

Scene VIII

(Cut to a shot of a sign above Khanaco Gas that reads (.50 per gallon) that is changed by a gas attendent monkey to .75 per gallon. Zoom out to show a lineup of cars honking their horns. Cut to Baloo pouring gas into the tank of a green car and Ralph's car from the flashback is shown right behind it, completely giving him away. The pig furry wearing shades gives Baloo money after the gas is delivered (and it still looks like water) and drives away. In drives Ralph's car and Baloo is gasping in horror.)

Ralph: Trying another profession, I see.

Baloo: Heh-hey; it's a gas. I make fifteen cents an hour and all the axle grease I can eat. Besides, I flunked the busing test. Crashed a dessert trolley. (Baloo goes to the pump as Ralph shakes his head.)

Ralph: Fill'er up.

Baloo: Right away, here I go. Swing your partner, doesy-doe. (Baloo takes the nozzle pipe from the pump and puts it in the gas tank.)

Ralph: Ahem! The proper way to check out a vehicle is to do it...

Baloo: Ah, let me guess: Alphabetically?

Ralph: First, A for air in the tires. B for brake fluid. Then coolant, dipstick, electrical, fan belt...and then gas! (Baloo takes the air hose and puts it in the front right tire. Then he takes the nozzle of the gas and opens the front; putting the nozzle right into the radiator.) Not in the radiator!

Baloo: Well, d-don't blame me! It's you and your ABC's.

Ralph: Oh, yeah? Then why are you pumping water into my tire?! (The tire explodes and water sprays everywhere.) You dipstick! Look what you've done! I want this man fired!

Scene IX

(Cut to an amusement park as Baloo is at the controls controlling the airplane machine ride. A bunch of kids appear out of nowhere as the machine stops and they get out. One of them is an elephant, one of them is a bear as Baloo is watching a bunch of furry kids with ice cream running in and getting on the ride.)

Baloo: At least this is one job where I won't bump into a Throgmorton. (One of them is a Nutria with a yellow hat, orange rimmed glasses and a blue sailor suit getting into one of the cars.) Okay, kiddies. Buckle your belts! (Baloo is about to pull the lever.)

Female Nutria: No! Buckle belts starts with B. First comes A: Airplane altitude announcement.

Baloo: Say, you're not related to...Nah, can't be. (Baloo pulls the lever.)

Female Nutria: No, no, no; not the control stick! (Nutria panics.) You have to do B for belts! I'm not wearing my seat belt. (The ride starts up and twirls around. Baloo panics and pushes the lever too far and the ride goes backwards.) B isn't for backwards, it's for brake! Help! (Baloo pulls on the lever and it breaks as the ride goes faster. Baloo panics and goes into the middle of the ride.)

Baloo: Hold on, kideroos; I'll stop you! (Baloo looks and grabs the ride the female nutria was sitting in and tries to ground it. He does it successfully.)

Female Nutria: I want this man fired!

Scene X

(Cut to a tall department store tower and then inside a hallway on the 6th level showing an elevator. Out comes the pig lady and a grey rabbit with a green shirt on as Baloo is inside the elevator controlling it. )

Baloo: Second floor, ladies lingerie. Third floor, cribs and bibs. (In comes Ralph Throgmorton with the female nutria from the previous scene. She notices Baloo right away and panics.)

Throgmorton's Granddaughter: Ah, it's him Grandpa! The man who scared me on the airplane ride.

Ralph: I should have known!

Baloo: No, I should have known! (Baloo pushes the top right button and the elevator close.)

Throgmorton's Granddaughter: No, no, no! No, I don't wanna ride! (Kathy runs to the closed door and bawls.) I'm scared!

Ralph: Now, Kathy, dear; calm down. (Kathy pounds on the door; so Ralph grabs her and calms her down.) Elevators are very simple to run. First you A: Announce floor. B...(Baloo just pushes buttons anyway and causes an alarm to break out.) What have you done?! Of all the stupid, imbecilic... (The elevator door opens and then the elevator free falls down the shaft as we head outside and pan down.)

Baloo: You left out "moronic".

Ralph: ...moronic things to do! (So the elevator speeds like a train and crashes to underneath the subway under Pork Street. The elevator is still intact though; but the ceiling is destroyed somewhat.)

Ralph & Kathy Throgmorton: We want this man fired!

End Of Act I At 11:28

Act II

Scene I

(Head over to that island on the south seas, Louie's as an air taxi flies in and stops in front of the docks. The side door opens and out comes Baloo leaping onto the dock. The door is closed and the air taxi flies away. Louie is singing his scat song in the background as Baloo is sulking and walking into Louie's. Head inside as Louie is wiping the counter with a cloth.)

Louie L'Amour: Hey, cuz; why the long face? You lose something? (Baloo comes over and sits down in front of the counter.)

Baloo: Yeah, my confidence.

Louie: Ha-ha! Then you've come to the right place.

Baloo: I hope so. I got a note to meet Becky here. Any sign of her? (Rebecca is shown hiding with a party hat on, giggling under her breath. Out comes Kit, Rebecca, Molly and WildCat with festive party hats.)

Kit/Rebecca/WildCat Puma: Surprise! (Molly blows the party flavor right in Baloo's face.)

Baloo: (Turns around to notice them.) Is it my birthday already?

Rebecca: No, it's a pepper-upper party. (Baloo finds Kit (wearing a party hat) sits Kit onto the counter.)

Kit: Yeah! We're here to remind you what made you a great pilot. Like the time you lost the air pirates in that dogfight over Lhasa Apso, remember? (Baloo smacks his hand on his face as we flashback to the SeaDuck flying around mountains dodging gunfire from Don Karnage and his air pirates flying their CT-37's.) You were hauling the Doggy Lama's secret spicy chicken recipe. But the air pirates found out and couldn't keep their sticky fingers off the finger lickin' goods. (One of the shot fires in the windows and reflects into the control panel. Kit is now talking in the flashback.) What are we gonna do, Poppa Bear? Give up the recipe? (The console is sparking and smoking.)

Baloo: And let the bad guys get the secret herbs and spices? Never! Hold on Lil' Britches! (Baloo pushes on the flight stick and we head outside as the SeaDuck nosedives down.)

Kit: (Narrator voice.) Lucky for us, you knew a secret hiding place in the mountain range. (Baloo flies through the mountains.)

Baloo: (Narrator voice.) Yeah! I lost the Lhasas with a loop-de-loop. (Kit screams in the flashback as the Seaduck loop-de-loops and flies into the volcano.)

Kit: (Narrator voice.): It was the first time anybody ever made a three-point landing inside a volcano. (The Seaduck successfully touches down and lands safely in the volcano as the flashback is over and we return to Louie's.)

Baloo: Yeah, it's still known as the Krakatoa Touchdown.

Louie: He-hey, man. What about the time you did that crazy takeoff from Itsy-Bitsia? (Louie and Kit are standing on the counter as Louie is running on his own counter as Baloo ponders it over.) Remember? We went to get a load of cocktail umbrellas for my club. (We do a flashback of a landing strip with a candy cane windsock as we pan over to see the SeaDuck is starting the engines as the propellers spin.)

Baloo: (Narrator voice.) Oh, yeah. But the natives were up in arms 'cause the rainy season was comin'. (Head into the cockpit as Baloo and Louie were inside buried in cocktail umbrellas. Then we see in the windshield a bunch of pgymites from The Bigger They Are, The Louder They Oink. Baloo is now speaking in the flashback.) Look out! They've got maraschino cherry bombs. (They throw the largest cherries at the windshield and they splat; but none of them explode. Louie pops up from the umbrellas.)

Louie: Oh, it's time for us to get gone. Solid gone! (Baloo pops up from the umbrella and lies there.)

Baloo: Right. But there's only one way to go. (Baloo pushes on the switch on the control panel and it shows the SeaDuck taking off backwards.) Reverse-ho! (The pgymites chase after the backwards taking off SeaDuck; and then the SeaDuck turns on a dime and then flies away. The flashback is over as we return to Louie's.)

Rebecca: See, Baloo? You are the world's best pilot. (Baloo is cheerful.)

WildCat: Yeah! And don't forget your famous pelican dive.

Rebecca: WildCat, that's nothing to be proud of.

WildCat: Well, sure it is. Don't you remember? (Flashback of the SeaDuck flying down towards the ocean.) Baloo was speeding toward the ocean and he crashed in the ocean. (The SeaDuck goes through the clouds and crashes into the ocean with a splash. The flashback ends.) And we had to dredge ocean to get the plane out. (Baloo is blushing with embarrassment and poking at his own fingers.) Gee, Baloo; that was a really stupid stunt, wasn't it?

Kit: Oh, way to go, WildCat!

Baloo: Hey, it wasn't my fault. The engine stalled.

Rebecca: Hey. We all have our off days, Baloo; but you'll get it right someday. Now, are you gonna let some stuffy examiner scare ya? Keep the coach out of the cockpit? Stop the sky king? (Rebecca pushes on Baloo's chest.)

Baloo: Positootly not. I'll show that alphabetizing buffoon. (Baloo walks towards the door of Louie's.)

Rebecca: Attaboy, Baloo! You can pass that test. (Baloo then stops and turns around.)

Baloo: Uh, could somebody give me a lift?

Scene II

(Sun is setting as we head to FLAP and the fire hydrant on the docks has been repaired already. So the SeaDuck starts it's takeoff as we head into the cockpit.)

Baloo: Don't worry, Throggie; this time I'm gonna get it right. (Ralph is writing on the clipboard.) I even worked on my ABCs. (More long takeoff sequence from the SeaDuck.) Watch. Altimeter, check. Brakes, double-check. And C for let's climb. (Baloo flies the plane out of Cape Suzette and does a number of loop-de-loops.) Hey, did you hear about the time I landed in a volcano? (Ralph is now upside down kicking his feet up despite the fact that his seat belt is on. He does reposition himself back to sitting position.) Or the time I took off backwards?

Ralph: Can't say I did. I do remember reading about your famous pelican dive, though. Waterlogged your plane for a week. (Then the engine backfires as Baloo looks out the window.) What's that? (Cut to outside as the left propeller is sparking and spinning much more slowly.)

Baloo: My confidence?

Ralph: No, you're out of gas! (The SeaDuck goes into a nosedive out of the clouds.) Why didn't you check the fuel gauge when you got to F?

Baloo: Because I check the flap adaptor, which is fine.

Ralph: That will be a comforting thought when we crash and burn! (The SeaDuck continues to nosedive down towards the ocean.) You absent-minded, fuddle-headed, crazy...

Baloo: Can we cut to moronic and get on with this? (Now both engines have stop spinning.) Now, hold tight; gonna squeeze that last bit of gas out of this tank. (The right propeller spins enough to allow the SeaDuck to land and bounce off the water. The SeaDuck lands on shore and stops.) Aw, shoot. That would have been a perfect pelican dive if wasn't out of gas. (Ralph and Baloo jump out of the SeaDuck and look around.)

Ralph: What a desolate place. (On the shoreline there is sand and oil barrels dotted all over the place.) Nothing here but trees and...gasoline barrels!

Baloo: Gasoline barrels? Oh, take about your bear necessities. (Baloo goes over to one of the barrels and it's empty when he looks into it.) Ah, just like my tum. Empty! (Ralph looks at one as well.)

Ralph: This one too. (Baloo scratches his head as he looks at the path of barrel leading into the jungle.)

Baloo: Let's make like Hansel & Gretel. Maybe we'll find one that's full. (Baloo and Ralph enter the jungle, and Baloo pushes on some bushes and then quickly runs away. He then grabs Ralph by the suit.)

Ralph: What are you doing?

Baloo: Shh! (We look through the bushes. We cut to the shot as we see that a camp has been set up complete with oil barrels underneath a canopy; as Sadie is guarding the area along with another pirate walking around. Baloo whispers.) Air Pirates.

End Of Act II At 16:30

Act III

Scene I

(Baloo and Ralph are watching the camp from the bushes when a plane engine is heard in the background. )

Ralph: (Gasps.) Air Pirates?! (We see a Khan plane flying overhead as Khan's Yes-Man free falls and opens his parachute wearing goggles. He lands right behind Don Karnage who is cleaning his sword.)

Don Karnage: What are you doing here?! (Khan's Yes-Man salutes him awkwardly.)

Khan's Yes-Man: Um, I have a...I have a...I have a telegram from Shere Khan. (He reveals the telegram as his teeth are chattering and his knees are knocking at the same time with sound effects.)

Don Karnage: A telegram? For my wonderful self? (Don half embraces Yes-Man who looks scared to death.)

Khan's Yes-Man: No. I'm sorry. This is a regular green-wrap telegram.

Don Karnage: But I am Don Karnage -- roll the "r" -- pirate extraordinaire! I deserve the best. I want a singing telegram. (Disney Captions missed the "roll the "r"" part; and instead of asking for a singing telegram; he demands a singing telegram in the audio.)

Khan's Yes-Man: B-b-b-but I don't sing. I-It doesn't rhyme! (Don is gritting his teeth while poking at his sword; which the handle is the same color as the blade.)

Don Karnage: I think that you do, and I think that it will. (Don Karnage puts the sword point underneath his throat.) Sing it! Rhyme it! (This shot and audio was cut in the Toon Disney version. Cut back to the bushes with Baloo and Ralph.)

Baloo: This is our chance. Come on. (Baloo and Ralph leave stage left.)

Khan's Yes-Man: (Baloo and Ralph go over to the oil barrels under the canopy.) ♪ Congratulation! You deserve an ovation! Your hijacks have been slick...♪ Get it? Oil? (Baloo takes an oil barrel and rolls it on the ground.) ♪ Don't be thick. ♪ (Don Karnage and at least three pirates are clapping at this.)

Don Karnage: Bravo! Bravo! You sing fantastically!

Baloo: Well, if that don't beat all. Khan is creating his own gas shortage! (Baloo rolls the barrel on the ground with Ralph walking beside him.)

Ralph: That's not how to roll a barrel. (Baloo stops rolling the barrel.) First, you A: tighten your abdomen. Then B: bend your knees.

Baloo: Oh, brother. (Baloo bends his knees and hits the barrel and it causes noise as it rolls down towards the shoreline.)

Ralph: The barrel! (Cut to Mad Dog noticing this.)

Mad Dog: Hey, they're stealing our stolen stash! (Mad Dog runs with Sadie and several other Air Pirates as Baloo and Ralph run towards the SeaDuck.)

Baloo: Get inside; I'll fill the tank. (Gunfire ensues from the Air Pirates welding their guns and swords as they run. Cut to Baloo pouring oil from the oil barrel and it looks like water again. Baloo throws the oil barrel away and screws the cap on. Baloo gets back in the plane as Ralph is now piloting the plane as Baloo comes in from the back into the cockpit.) Hey, you're in the pilot seat.

Ralph: That's right, I'm the one with the pilot's license. Sit down. We're leaving. (Baloo sits down in the navigator's chair as we cut to the Air Pirates welding their swords and Sadie is shooting his pistol.) A: Check Aileron, B: Backflaps. (Back in the cockpit with Baloo taking over the controls in frustration.)

Baloo: Will you just get to G for go?! (Baloo pushes on the flight stick and the SeaDuck flies backwards, turns around and takes off into the cities as Don Karnage is on the shoreline pumping his sword and angerly shouting. The other pirates join him.)

Don Karnage: To the planes, men! (Don Karnage and his pirates bail as we head back to the SeaDuck and inside the cockpit.)

Ralph: There you are Baloo, a textbook-perfect takeoff. (Baloo takes a look at the window and see that the pirates in their CT-37's flying after the SeaDuck from behind.)

Baloo: Great. Now how about a textbook-perfect dogfight? 'Cause here come the Air Pirates! (Cut to Ralph in the pilot's chair looking all confused.)

Ralph: There's nothing in the flyers ed manual about dogfighting. (The CT-37's surround the SeaDuck and shoot bullets at it. Some of the dive bomb above the SeaDuck and then fly again. Back in the cockpit with Baloo chuckling.)

Baloo: That's 'cause I wrote the book on that subject, teach. (Ralph is confused and then looks at the windshield and panics as the CT-37's shoot at them (using white flashes after using red flashes in the previous sequence) shooting bullets through the wing and the nose cone of the SeaDuck.) Do somethin', fast. My plane's turnin' into Swiss cheese.

Ralph: Let's see. A: Alert authorities...Ixnay on the aidoray. (Ralph is checking as more bullets (now with yellow flashes) hit the dashboard.) B...What's B?! I can't think!

Baloo: B is for Baloo! (Baloo takes over the flight stick and squeezes Ralph out of the pilot's seat into the navigation seat.) License or no license; I've gotta save the SeaDuck, not to mention us! (The SeaDuck does a loop-de-loop and then nosedives down towards the ocean.)

Ralph: What are you doing?! (Cut to Don Karnage confused.)

Don Karnage: What's he doing? (Cut to Baloo in the cockpit flying.)

Baloo: Pelican Dive, don't fail me now.

Ralph: We're going too fast! Less throttle! Less throttle!

Baloo: Uh-uh; that's the mistake I made last time. More throttle! (The CT-37's spiral around the SeaDuck as the SeaDuck does a hyperbole over the water and then flies into the air unharmed.)

Ralph: Of all the stupid, idiotic...(The CT-37's dive into the ocean.) brilliant maneuvers! (The SeaDuck flies in the sky.)

Baloo: Ha ha! It worked! And it would have worked the first time, too.

Ralph: First time?

Baloo: When the SeaDuck sank, my engine stalled 'cause I cut the throttle. Which is just what happened to our pirate pals.

Ralph: What you did was A: Absolutely terrifying, B: Breathtakingly scary, and C, C...Quite simply the best flying I have ever seen.

Baloo: Really? You think so?

Ralph: Let's go back to Cape Suzette and get your license renewed.

Baloo: Ah, you mean it?

Ralph: You may not know your ABCs from your XYZs, but you're an A-pilot in my book. (Baloo blushes in embarrassment.)

Baloo: Aw, thanks; teach. (The SeaDuck flies away from the hard camera.) Now, about my grade in driver's ed...

Scene II

(Sky shot of the docks of Higher For Hire as the SeaDuck lands and slowly docks. Cut to the dock with Kit, Rebecca and WildCat on the dock. Kit and WildCat are waving at Baloo while Louie just stands there.)

Rebecca: Well? Well, what happened? (Baloo then shows his license card out of the window.)

Baloo: This happened! I passed with flying colors.

Louie/WildCat: All right! (Louie jumps up and down.)

Kit: We knew you'd make it, Poppa Bear! (Baloo jumps onto the wing and walks towards the edge of the right wing.)

Baloo: I also discovered the reason for the gas shortage. The pirates and Shere Khan had a little deal goin'.

Rebecca: What?! We've gotta do something. (Baloo climbs down onto the dock from the wing.)

Baloo: Already done. The air police should be on the case right now. I do hope old Khan takes it well.

Scene III

(Shot of Khan's office and the armrest of his chair as Shere Khan scratches it with his claws. Khan's Yes-Man is waiting next to his desk.)

Shere Khan: Take another telegram to Mr. Karnage.

Khan's Yes-Man: A-a-a singing telegram, sir?

Shere Khan: (Wood filings and sawdust pool on the floor where the chair is.) No, not this time.

Scene IV

(Back on the island as Don Karnage is on the right side of his CT-37 as the coloring on it is all wrong; along with one of the planes in the background being sat in by an Air Pirate.)

Don Karnage: Let us go, men. Before the air police arrive. (Don Karnage plops into the seat of his plane. Engine noises are heard in the background as an engine in the background is started up. Cut to Khan's Yes-Man with parachute falling onto the nose of the CT-37.)

Khan's Yes-Man: A telegram for Mr. Karnage! Telegram for Mr. Karnage!

Don Karnage: Oh? You will sing for me again?

Khan's Yes-Man: Well, not this timer, sir. But this one is special. (Yes-Man gives telegram to Don Karnage. Don Karnage listens as there is an clock ticking sound in the background.)

Don Karnage: It is ticking! Ha ha! I love this part. It is a gift for my magnificent self. Heh ha. A watch, perhaps? An alarm clock?

Khan's Yes-Man: Not exactly. (Yes-Man is sweating profusely as Don Karnage is opening the letter and Yes-Man plugs his ears and closes his eyes. Cut to a far shot of the island as an explosion is heard and a nuclear cloud shows up blowing dust in opposite directions.)

End Of Episode At 21:29

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