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A Bad Reflection On You OAV Transcript

Written: 09/04/2015
Updated: 10/05/2021

Legend: Alan Roberts (Red); R.J. Williams (Blue)

Act I

Scene I

(In the skies amist stormy clouds, a dark sky and mountains, the SeaDuck is flying with it's headlights on. Thunderclaps and lighting ensue. Head to the cockpit as Baloo is asleep at the wheel in the pilot's seat while Kit Cloudkicker is sitting in the navigator's chair with a bottle of soda pop.)

Kit Cloudkicker: Baloo! (Kit shakes the bottle and sprays soda pop all over Baloo. Baloo wakes up.)

Baloo Von Bruinwald XIII: I'm awake! I'm awake!

Kit: I know it's been three days without sleep; but we're almost home. Can you hang in there?

Baloo: I could fly this baby in my sleep. (Yawns.) Which is not a bad idea. (Baloo dozes off for a moment; then thunderclaps ensue again waking Baloo up.) I'm awake!

Kit: Good. Now, ease her down. (Baloo pushes and pulls on the flight stick as we head outside with the SeaDuck going down slowly.)

Baloo: Beddy-bye; it won't be long now.(The SeaDuck goes through some storm clouds and inbetween mountains. Thunderclaps ensue and a flash of light engulfs the screen.)

Scene II

(Cut to the harbour of Cape Suzette with a lighthouse turning it's lamp around three hundred sixty degrees. Thunderclaps ensue. Cut to a shot of the docks with a gas station called Khan Gas on the docks.)

Mr. Shere Khan: Shipping report.

Khan Executive #1: Yes, Mr. Khan. Your new tanker will be ready to ship one hundred thousand barrels of crude oil by the end of next week. (Disney Captions missed "one hundred thousand barrels of" part.)

Mr. Khan: Move it up to Wednesday.

Khan Executive #1: As you wish. (Cut to a shot of various warships in docks covered with fog.)

Mr. Khan: Next.

Khan Executive #2: Yes, sir. (Cut to a shot inside the city near a store and a motel.) That shipment of imported spices will be in your grocery stores by morning. (Cut to a shot of Khan Industries main tower.)

Mr. Khan: Are we the only stores offering nutmeg?

Khan Executive #2: Uh...Why yes, sir?

Mr. Khan: Excellent. Raise the price twenty-five cents per tin. (Pan up to the top of the tower as the storm clouds are circuling around the tower as thunderclaps and lightning bolts ensue.)

Khan Executive #2: But sir; won't the consumers be upset over the...

Mr. Khan: Yes; but they'll pay anyway. (We go inside Mr. Khan's board room with Mr. Khan looking at his papers.) Next, the energy report. (Someone is snoring off-screen. We then see a brown panther with his head propped up sleeping in his blue business suit and purple tie.) Jenkins! (Jenkins wakes up at once as some of this papers fly.)

Jenkins: Oh! (Jenkins holds two of his sheets that flew.) Ahem...Hm. All coal-burning plants are up...umm... fourteen percent... (Pan over to a blue suit blue tie panther whispering over to a black suit, pink tie panther.)

Khan Executive #3: Three am. Doesn't Mr. Khan ever sleep?!

Khan Executive #4: Ever heard of vampires?!

Jenkins: ...Hydroelectrics is presently running at half-capacity; and should be ready for a full test before the end of the month. (Disney Captions missed a chunk of this. Sadly; the two panthers were talking over too loudy and thus I couldn't get the full speech Jenkins was reading. If anyone has the complete script; let me know. Sirens wail as Khan pushes a button on his console to turn on the PA system.)

Man's Voice: Sir, you asked us to alert you when the plane was nearing the danger zone.

Mr. Khan: Yes, indeed. (Executives are chirping as Khan pushes a red button on his console chair and it turns around. The back wall behind Khan opens to reveal a really large radar like screen with a large orange arrow pointing to two spires on the map like radar screen. A brown furry in blue naval gear with a large stick walks in and stands in front of the radar map. ) Proceed, Commander.

Commader: Yesterday we lost one of our transport planes on a secret route: (Points towards the two spires as the arrow goes inbetween them.) The Master Run.

Jenkins: Did it crash?

Commander: No. It vanished. (Khan's left eye twitches.) One moment, the pilot was on the radio. The next...he was gone. Tonight, another plane is making the run. Only this time, we have one of our gunships cruising the area. (Commander goes over to the intercom on the wall and pushes a button.) Khan Tower, calling gunship. Come in! (We head outside in the storm with a large battleship containing lots of guns.)

Captain Hotspur: Roger. Captain Hotspur here, over. (Head inside the wheelhouse as a brown panther fury with brown sideburns wearing captains gear and a red sweater on the transmitter.)

Commander: Have you picked up the plane?

Hotspur: Affirmative, sir. It flew over ten minutes ago and we're tracking it. (Hotspur goes over to a console containing a radar, buttons and switches. Hotspur pushes the middle button and the radar turns on showing a red light beeping.) I'll relay the signal to your office. (We head back to the radar map in Khan's boardroom.)

Commander: As you know; this system is still new and the plane's location is imprecise. (Commander points to the radar map with his stick.) Now watch. (We hear pinging as the red dot goes up near the spires as the execs, Khan and Hotspur watch and it then suddenly disappears right in front of the spires.)

Hotspur: Curses! She's disappeared! (Khan's chair is now inbetween where the Khan executives were seated instead of them being on the left side of Khan.)

Khan Executives: What?! Did you see that?! (The execs talk among themselves as Khan is in shock as well.)

Jenkins: Pirates?

Commander: They haven't been seen in this area for weeks.

Khan Executive #6: Could it be magnetic disturbance?

Khan Executive #4: Instrument failure?

Commander: Quite frankly, we're completely baffled. (Khan turns his chair around to the execs.)

Mr. Khan: So, gentlemen; we have a mystery on our hands. I want to know exactly what's happening and where.

Jenkins: But; why not just send out another plane?

Commander: Negative! I know my pilots and no one will volunteer for a jinx run.

Mr. Khan: Hmmm. Well; in that case, we need to find a patsy. A chump. A flying fool.

Scene III

(Cut to the mountains in a thunder and rain storm as the SeaDuck flies into view. The SeaDuck flies into the clouds and then the blue lighting bolts nail the SeaDuck and causes the SeaDuck's headlights to go down.)

Baloo: What gives?! My eyes are open this time, honest! (Cut to the cockpit with Baloo and Kit.)

Kit: Our lights are shot! (The first shot had the cockpit lit; but the next shot doesn't. The windshield wipers still work though.)

Baloo: Well; you're my navigator, Kit. Think! (Kit looks around and notices the conveniently placed goggles and flashlight hooked to the back of the SeaDuck window and the wall on the navigator's side door.)

Kit: I've got it! (Kit grabs the flashlight and goggles and puts on the goggles. He turns on the flashlight.)

Baloo: That's using your headlights. (Kit opens the window and steps onto the chair rail to look outside in the rain. He shines the flashlights and sees a huge mountain ahead.)

Kit: Mountain, dead ahead! (Baloo turns around and the SeaDuck heads to the side of the mountain.) Turn! That's it! (More flying and dodging and then cut to Kit with the flashlight.) More altitude! (The SeaDuck flies up, way up into the sky and then over the mountain. We head down and then cut to Baloo stunned on the flight stick. Kit shines the flashlight into darkness and the light reveals another mountain.) Port, Baloo! Port! (Baloo is swinging the flight stick left and right. The SeaDuck dodges more mountains as the rain storm has stopped and the SeaDuck is now just outside the Cliff Guns of Cape Suzette.) We did it! There's Cape Suzette! (Kit finally sits down and pulls the goggles up and puts on his seatbelt.)

Baloo: Well; you've got real nerve, Kit. Now, don't let it go to your head; but I think you're gonna be a great pilot someday.

Kit: As great as you?

Baloo: Heh, heh. It's something to shoot for. (The SeaDuck flies towards the Cliff Guns.)

Scene IV

(We return to the docks of Higher For Hire as the SeaDuck has already landed. Kit, WildCat and Baloo are carrying out green leaves in baskets.)

Zoo Director: (A pink hippo wearing glasses in a yellow raincoat and hat with a very tiny umbrella is talking to Rebecca on the docks.) Mrs. Cunningham; you and your crew have saved our koala bear. I want you to know how grateful the zoo is for these eucalyptus leaves. (The zoo director gives Rebecca a large wad of cash in return.)

Rebecca Cunningham: Well, we're just glad we can help that poor, straving little animal. Isn't that right, Baloo?

Baloo: (Propped against a bunch of crates.) Oh; yeah, yeah. Makes me feel all squooshy inside. (Baloo is slowly nodding off as he leans back on one of the wooden crates as he's sitting on one and falls asleep while covering himself up with the blue tarp. We fade to black and then flash bulbs goes off with popping sounds as Baloo wakes up instantly.) Lightning! I'm awake! (Rebecca is shown with three bear photographers all dressed in press gear taking pictures with their camera. It's also morning.)

Rebecca: Good morning, flyboy.

Baloo: Morning? I don't want to see morning? (Baloo's eyes are shut from the flash bulbs going off. Kit comes in and he doesn't look much better.)

Rebecca: You two are heroes.

Kit: We are?

Rebecca: For saving that koala. (More flash bulbs go off. Baloo defends himself.)

Baloo: Please, Rebecca; can't I sleep just ten more hours? (Rebecca stands Baloo up.)

Rebecca: Rise and shine. And smile! (Kit and Baloo stand and smile as the flashbulbs go off and Baloo's drunken mug is in the Cape Suzette Tribune. We discover that we're in Mr. Khan's office as Mr. Khan is at his desk reading the newspaper.)

Mr. Khan: "Risked his life for a bushel of leaves?" The fool. Then again, he may be just the sort of fool I need.

Scene V

(Head back to the docks of Higher For Hire and then cut to inside the office with Rebecca and Baloo at the desk. In front of the desk are stacks of newspapers as Kit and Molly are reading the newspapers.)

Rebecca: See? My plan worked splendidly. Now everyone in Cape Suzette knows what a great service we offer. (Rebecca was cutting out the article and picture from a newspaper on her desk. Baloo grabs it and looks at it.)

Baloo: Let me see that!

Rebecca: It's a good picture.

Baloo: It's a stupid picture!

Rebecca: No; it's a good picture of you looking stupid!

Kit: At least you got your picture in the paper. I never do.

Baloo: Never say never, Kit. (Baloo gives Kit the clipping.) They did print your name.

Kit: What?! Kit Clownkicker?!

Baloo: (A knock on the door is heard. Baloo rubs Kit's head for fun.) Relax, Kit; it's only words. (Baloo heads for the door and opens it.) Hello... (Suddenly, WildCat rides in on a tricycle which has an engine motor on it.)

WildCat Puma: WHOAHAHAHAHA! (WildCat is out of control as he knocks into filing cabinets and almosts runs over Kit as he has to dodge the tricycle. Molly is loving this as she claps in front of the desk.)

Rebecca: Molly! (Rebecca grabs Molly and gets onto the top of the desk. Horns are honking.)

WildCat: Look...look out! (WildCat comes back as Baloo comes in, panics and runs stage right.) I'm out of control! (WildCat races on the wall.) WHAHOHO! (WildCat grabs onto a large rope hanging from the ceiling and does some flips backwards before landing on the ground and the tricycle doesn't break. WildCat's tricycle is now bucking him as he crashes into a pillar containing a pink vase out of nowhere. Then Baloo's teeth chatter as he ducks and the tricycle goes over him.) Ah! EEEEEEKKKK...AHHHHHH MAN! (WildCat goes up the stairs and into Baloo and Kit's bedroom, shutting the door. Baloo and Kit slowly walk towards the stairs. Then the door is broken down and WildCat rides off of it like a ramp. Kit and Baloo scatter as WildCat does some flips on the tricycle.) There you go! (The papers go flying as WildCat freefalls and lands in the red sofa chair. WildCat's head pops through the red chair as the newspapers fly and one of them lands on his face.) Hey? The Sox won again last night. (Rebecca comes over and she's not amused. Rebecca pulls off the newspaper page.)

Rebecca: WildCat, what is going on?

WildCat: You mean the new delivery bike? (WildCat pushes through the chair and the springs as he uprights the tricycle and rides backwards, crashing into the wooden wall, impacting it.)

Rebecca: Baloo is supposed to make our downtown deliveries on that?! (WildCat sets the tricycle on it's wheels as he gets up.)

WildCat: I couldn't find a regular bike, so I put a motor on this one. Snazzy, huh? (WildCat folds his arms.)

Rebecca: Well...What do you say, hotshot?

Baloo: Me? On that? Oh-ho-ho, baby! Pardner; this looks like a job for the pros from Dover.

Kit: Contact!

Scene VI

(We head on a busy street in Cape Suzette as various denizens are driving trucks and cars or all sorts of shapes and sizes. Horns are honking. Baloo comes in driving the tricycle while there is a rope attached to it. The rope extends up to Kit on his airfoil with a bag strapped to him containing baked goods. )

Baloo: Heads up! Delivery bike comin' through!

Kit: Free samples from Lee's Bakery! Get your muffins! Shop at Lee's! (Kit takes out some muffins, bagels and doughnuts and throws them at his left. One of the muffins lands inside an office on the desk of an almond bear with glasses on with red hair and a blue/pink apron like dress is typing on a typewriter.) Muffin samples! (Cut to a shot of resturant window where a doughnut lands in a grey panther's coffee cup. He's sitting down at the table reading the newspaper with red hair and a red beard, black mustache wearing a brown business suit with red tie.) YAHOO! Muffins and bagels! (Kit throws more muffins and bagels inside windows of a large apartment building. Cut back to Baloo as he ramps off a green car and over it. The tricycles goes over to a four way stop as a truck stops right in the middle of the stop.)

Baloo: Whoa, baby! (Baloo panics and his teeth chatter.) Wahoohoo! Oh! Gone down! YA-HAHA! (Baloo drives the tricycle underneath the red shipment truck and past it with ease as Kit panics and his mouth chatters despite showing no teeth. Kit goes down and slides underneath the truck as his airfoil sparks under the pavement. Cut to a stoplight as the light changes to show the word "Stop". Baloo puts on the brakes with his feet and manages to stop about a few feet from the stoplight. This causes Kit to go over the tricycle and start to descend down about one hundred feet in front of Baloo. Baloo sweats and then the light changes to say "Go". Baloo finally rides on and gets in front of Kit about ten feet before Kit would have hit the ground. Kit surfs behind him and gets back up into the air. The tricycle continues on for a while through the city as Kit goes under a bridge to avoid it. Baloo crashes into various boxes, fruit and other food items in the process; covering himself in food with Kit behind him. Cut to a sky shot of inbetween buildings with cars below on the pavement. Inside one of the window is an orange bear with a pink bow and blond hair; with a diaper looking at a pot containing a sunflower. A blue butterfly flies into the scene . The baby gurgles as the butterfly lands on the sunflower as the baby crawls onto the window sill. She tries to grab it.)

Baby: Ooo...bunny! (She misses the butterfly and goes over the edge and free falls. Kit notices her right away and panics.)

Kit: Oh, my gosh! Step on it, Baloo! (Baloo steps on the gas as the baby does flips and Kit manages to grab the baby by his diaper and hauls her up.) Gotcha! (I should also note that we do in fact see her bare ass for a split second. It was not edited out. Cut down to Baloo and then pan up to the rope as it snaps. Kit throws the rope away and both Kit and the baby slide off the airfoil and freefall towards the pavement.) WHAAAAAAA!

End of Act I At 10:22

Act II

Scene I

(Cut down to ground level with Baloo on the tricycle as he looks up and notices the rope is gone. Baloo panics and turns around the tricycle, riding it in the opposite direction.)

Baloo: KIIITTTT! (Cut to the sky as Kit and the baby are free falling.)

Kit: Hang on, little baby! Ooof! (Kit bounces off the canopy and does some flips in midair as Baloo is riding in circles before riding left. Cut to Kit falling. Cut to Baloo turning around and he crashes into a yellow fire hydrant right in front of an ice cream palor. Baloo flies over, turns over a bench, lands on his feet in front of a fountain as Kit lands in the fountain managing to get the bananas and grapes onto Kit as Kit splashes into the water. In midstream before he splashed, Baloo unintentionally has the baby in his hands.)

Baloo: (Baby makes noises.) You did it, Lil' Britches. Ho-ho-ho! You were great! (Then two dog furries in suits (One grey and one brown) arrive on the scene along with a walrus furry wearing sailor's gear and an yellow ascot.)

Walrus Sailor: Say? Aren't you that pilot from the paper?

Baloo: Well, uh...yeah. (A female blond haired bear furry (wearing a green dress and a hat) with her notepad; along with a brown dog wearing a trenchcoat and hat carrying his photodial camera.)

Dog Reporter: Hey, look! First he saves a koala, and now a baby! (Two more photographers arrive taking snapshots at Baloo.)

Baloo: No, no; wait a minute. You've got the wrong guy. (Snapshots ensue and then a spinning newspaper shows the Cape Suzette Gazette showing Baloo with the baby in his arms with Kit wearing bananas on his head.)

Scene II

(Back at the docks of Higher For Hire and then inside the office. We see a stack of papers next to the desk as Baloo and Rebecca are talking. Baloo was eating a piece of french bread it appears. )

Baloo: Where's Kit?

Rebecca: I don't know. He stormed in here, threw his airfoil in the corner and then left. (Cut to a shot of the airfoil propped against the corner.) I'm worried about him, Baloo. (Baloo grabs the airfoil.)

Baloo: I think I know where he is. Keep the bench warm, Becky. (Baloo throws the airfoil to Rebecca, and Rebecca grabs it and props herself against her paper, wiping a sigh of relief.)

Scene III

(Cut to a shot somewhere near the cliff guns. Kit is sitting on the cliff in front of a rusted out, broken bomber type airplane. Kit is throwing rocks down towards the water. Baloo comes in and notices Kit picking up a rock. Kit throws one of the rocks away and then picks up another rock to notice Baloo on the other side throwing rocks as well. Baloo turns around to notice him.)

Baloo: Hey, buddy. You sore at me?

Kit: (Walks off tossing the rock in his left hand.) No. But it's not fair.

Baloo: Ah, you mean all this publicity nonsense? (Baloo follows Kit around.)

Kit: Yeah. They cut me out of photos, they misspell my name, I fall off a building...

Baloo: ...and they give me all the credit, right? (Baloo crawls under the wing following Kit.)

Kit: Right. (Sitting on the wing feeling defeated.)

Baloo: Aw; now listen to me, Kit. None of that fame stuff means anything. You know who you are and that's all that matters.

Kit: Really? (Kit is now beaming.)

Baloo: Hey, kid. I think you are the best. (Baloo then pulls the lid of Kit's baseball cap to the front of the hat. )

Kit: Thanks, Poppa Bear. (Kit jumps off the wing, and he and Baloo return to Cape Suzette.)

Scene IV

(Back inside the office of Higher For Hire as Kit is sitting on the desk, looking at the newspaper clipping. Baloo and Molly are standing with their hands behind their back for some reason. Rebecca walks in with a stack of papers.)

Rebecca: Well, I'm glad you're okay now, Kit.

Kit: Yeah, Baloo's right. You can't let this fame stuff go to your head.

Baloo: I still say it's a stupid looking picture. (There is a knock on the door.) Heh. If that is WildCat again, I'm gonna feed him that tricycle. (Baloo goes to the door and opens it. Outside is a tiger furry wearing a green coat and chaffeur like hat.)

Khan's Messenger: Good day. I have a message for Mr. Baloo from Mr. Khan. (The messenger gives Baloo a calling card.)

Baloo/Rebecca/Kit: Mr. Khan?! (Baloo reads the card.)

Baloo: "Your presence is requested at your earliest convenience. Please see that your earliest convenience is at one o'clock.

Kit: What could Khan want, Baloo?

Rebecca: Sounds fishy, Baloo. (Rebecca has her arms folded behind the desk.) Usually Shere Khan's too high and mighty to pay attention to the likes of us.

Khan's Messenger: Shall we go? The limo awaits.

Baloo: Limo?! (The messenger walks out as Baloo takes his cap off and speaks in a British accent.) After you, old boy. (Kit walks out.)

Rebecca: Then again, maybe this'll be good for business. (Molly has a newspaper in her hand.)

Scene V

(Zoom into Khan Tower. Head to inside the lobby area as Baloo and Kit head to the entrance of the elevator. It is guarded by a large panther in a purple coat and has a buzz cut red hairstyle.)

Baloo: Baloo Bear and Kit Cloudkicker to see Mr. Khan. (This aired before Balooest of The Bluebloods by the way. Baloo gives the elevator guard the card. The guard looks at the card.)

Elevator Guard: Which one of you is Baloo?

Baloo: Read the papers, man! I am.

Elevator Guard: Then you can go up. The kid stays.

Baloo: Hey-hey, we're a team. (Baloo raises Kit up with his green sweater. The guard rechecks the card.)

Elevator Guard: Yeah, Well, this doesn't mention any Cloudpicker.

Baloo: Cloud...kicker!

Kit: (Pulls on Baloo's shirt.) That's okay, Baloo. I'll wait down here. (Kit walks off.)

Baloo: You sure, partner? (Kit runs over and sits down on a metal container.)

Kit: Of course. (Kit gives the thumbs up. Baloo walks into the elevator.)

Baloo: Well, all right. I won't be long. (Baloo gives the thumbs up as the door closes. Kit gives the elevator guard a raspberry in response. The elevator doors open and we head inside Khan's office. Baloo slowly walks in and the door closes behind him.) Oh, baby! Where are the bleachers? (Baloo takes off his cap. Baloo walks slowly to the desk as Khan is on the far shot facing Baloo; but on the close up shot, Khan is facing the window. And there is a trophy out of nowhere on a pedestal. Khan turns around to address Baloo.)

Khan: Ah, Baloo. A decided pleasure.

Baloo: Uh, dit-to.

Khan: Baloo, I want to add my thanks to those of the community.

Baloo: Hey, I can see the SeaDuck from here!

Khan: Yes, I know. You showed tremendous nerve, flying under adverse conditions.

Baloo: Oh, well; actually...

Khan: For such bravery, I herby present you with this gold trophy proclaiming you as the best pilot in the world. (The gold trophy shines.)

Baloo: Me? (Baloo checks the trophy.)

Khan: Come, come. You more than deserve it. (They show the markings saying "The BEST PILOT in the WORLD." Baloo grabs the trophy.)

Baloo: Gee! Huh-huh. Maybe I do.

Khan: And because you are the best, I also have a special job for you. If you can handle it. (Khan turns his chair towards the window.)

Baloo: If I can handle it?! Heh-heh. Of course I can! Eh, what is it?

Khan: The Master Run. It's an ultra-secret cargo route. And it's very demanding. (Khan brings up a large envelope.) Are you up to it? (Khan turns to Baloo.)

Baloo: Hey, you're talking to the best pilot in the world, right? (The envelope is on the desk now.)

Khan: (Chuckles.) Excellent.

Scene VI

(Back outside in the lobby as Kit is now seated right next to the elevator instead of further down and the elevator guards stands put. The elevator door opens and out comes Baloo. Baloo walks past him and Kit follows.)

Kit: Baloo. Hey, Baloo!

Baloo: Huh? Oh, Kit. Hey, cast your peepers on this guy.

Kit: "The best pilot in the world." You? That's great! (They walk towards the entrance doors.)

Baloo: And guess who's gonna fly a special run for Khan? Me! (Baloo pushes on the rotating doors and walks out of the building.)

Kit: Don't you mean, "we"? (Kit just stands there confused.)

End of Act II at 14:59

Act III

Scene I

(We head back to the docks as Khan's Messenger and WildCat are taking a large wooden crate towards the SeaDuck. Kit is sitting on one of the poles connected to the docks with Rebecca.)

Rebecca: I knew the newspaper story would be a good idea.

Kit: But; why would Khan want us? He's got a million pilots of his own.

Baloo: Hey! He wanted the best. (Now the crate has reduced in size when Khan's Messenger and WildCat go through the side door of the SeaDuck to get inside the back.) Why, after this run; everyone'll want me to fly for 'em. Oh, people will come for miles. “ Baloo for hire. Ha ha. No job too big.” (Baloo walks towards the end of the dock.)

Kit: No head too big.

Rebecca: It may be your ego buster, but it's still my plane! (Kit runs inside the SeaDuck.)

Baloo: Oh. Right. (Baloo turns around and walks as there is clattering inside the SeaDuck. We see Kit, Khan's Messenger and WildCat setting the box down. Odd that Kit is wiping his hands since Khan's Messenger did most of the work even if it was set down by Kit.)

Khan's Messenger: Easy! This is...uh... valuable artwork, you know. A...A..A...painting.

Kit: Must be an awful fat frame! (Khan's Messenger walks out with WildCat. Kit looks at the crate as Baloo comes in.)

Baloo: Gotta protect my cargo. Kit, get the rope. It's behind the door.

Kit: I know where the rope is! (Kit walks off.)

Scene II

(Inside the cockpit as Baloo goes to his pilot's seat and places the trophy right on the control console.)

Baloo: Don't forget to buckle up, Kit. (Kit in the navigational seat looking angry and folding his arms.)

Kit: I know, I know! I've done this before. (Sighs.) So, where are we going?

Baloo: Sorry, that's top secret.

Kit: But I'm you navigator, remember?!

Baloo: Oh. Uh, right. (Baloo starts the engines and the SeaDuck takes off. Kit is a little bit angry and then looks at his maps and smiles again. Baloo is smiling as well as he does some barrel rolls and stunts right in front of Mr. Khan who is watching out the window inside his office.)

Khan: "Best pilot." Ha-ha-ha. If only he knew what lay in store for him. (The SeaDuck flies towards the entrance into Cape Suzette.)

Scene III

(Cut to that island on the South Seas, Louie's. There is lively music in the background. Cut to the docks as the SeaDuck has already landed with Baloo and Kit walking on the docks.)

Baloo: Make sure they top off the tank, son. I'm gonna need every drop. (Baloo pats his head like a smug aleck. Baloo walks towards Louie's. Kit is angry and storms off stage right. Cut to inside Louie's as Louie's waiters are cleaning the tables and sweeping the floor. Baloo comes in with the trophy and sits down at the nearest table in front of him. He sits down on a footstool as the music stops. Cut to Louie with a mug that appears to be beer in it.)

Louie L'Amour: Hey, Baloo! (He puts the mug of beer on the counter and walks over to the table where Baloo is. Baloo slides the trophy on the table closer to Louie.) Say, man. Nice trophy.

Baloo: Oh, this little thing? Aw, just something I picked up for being the best pilot in the world! (Baloo shows the engraving to Louie.)

Louie: Ooh! What'd you do to get that?

Baloo: Not much, really.

Louie: Oh! (Louie tries to walk off; but Baloo grabs him and brings him back to the table.)

Baloo: (Louie's hat comes off.) There I was, Louie; no sleep for days; flying in a raging storm; when a lightning bolt hits the plane; crash! (He destroyed one of the bar's glass candles.) All the lights go dead, I can't see a thing! But my cargo must get through. (Kit walks in and is pretty amused by this as Baloo covers his eyes with one arm. Kit and Louie look each other as Baloo sits down at another table and grabs a plate to cosplay.) So, I muster all my strength; grab the stick and pulled the wounded SeaDuck left, right, left, past dangerous mountains. Until, by the seat of my pants, I managed to pilot her home; saving the poor koala in the nick of time.

Kit: And all by himself, too!

Baloo: (Walks over to the table where Louie and Kit is.) Oh, um, well...Kit was there too; of course.

Louie: Oh, of course! (Louie puts his hat back on and tries to leave again, but Baloo grabs him again. Kit isn't so amused as his arms are folded.)

Baloo: And now I'm on a special run for Mr. Khan! A mission...heh-heh... only a pilot of my stature could handle.

Louie: Really? What's that?

Baloo: Well, it's supposed to be a secret, but...it's The Master Run! (A plate shatters off screen and then another one is dropped by a monkey waiter. He and Louie cover their mouths as the monkey waiter cleaning the floor's in shock.) Man, is this a dead party?!

Louie: Well, better the party than you, Baloo. Two planes have vanished on that run this week.

Wily Pole: (On the radio.) Come in, Louie. This is Wily Pole. (Disney Captions has it as Wily Paul in Volume 1. The audio clearly said Wily Pole and Volume 2 had it as Wily Pole, as did the fans.) I'm approaching the Twin Spires. (Cut to the island with the radio on the desk.) No sign of wreckage yet, over. (Baloo, Kit and Louie come over to the radio.)

Kit: Twin Spires? We fly right through there!

Louie: The two planes went down somewhere round there. Wily's looking for salvage. Now, you be careful, Wily. Over.

Wily Pole: Nothing but clear skies ahead.

Baloo: See?

Wily Pole: Aaggh! I can't see! There's something wrong with my instruments! I'm upside-down! Gotta correct! No good! Mayday! Mayday! (The radio suddenly goes dead.)

Louie: Wily? Wily! (Louie shakes the radio.)

Kit: What could have happened?

Baloo: It must have been pilot error. (Louie puts the radio down as Baloo and Kit walk away.)

Louie: No way, man. Wily's the best. (Baloo goes over to the table and grabs the trophy.)

Baloo: I'm the best!

Louie: Don't matter who's the best, Baloo. There's something out there gobblin' up aeroplanes. Could be a giant sea monster, could be a hole in the sky. All I know is, you go out there, baby...you don't come back. (Kit is worried about this and goes over to Baloo.)

Kit: Baloo, maybe we should just call off the run.

Baloo: Ixnay, Kit. You're makin' me look bad. Well, I'm off. Danger or not, I've got a job to do. (Louie isn't impressed as Baloo goes over to the mug of beer and actually drinks it off-screen because on the next shot, the mug is completely empty. Baloo walks off.) So long! (Kit follows him out of the building.)

Scene IV

(Head into the skies as the SeaDuck is flying towards the Twin Spires. We head inside the cockpit with Baloo relaxing and using his feet to pilot the SeaDuck. Kit is in his seat with his arms folded not looking amused. Mistake: The trophy engraving is now in all caps.)

Kit: That's where Wily's plane went down. The Twin Spires. (Baloo wakes up instantly as we clearly see The Twin Spires out the windshield.) Baloo, maybe we should turn back. I mean, it's just you and me now. You don't have to impress anyone. No one'll think you're chicken.

Baloo: Chicken?! Me?! Ha! In case you forgot; I'm the best, kiddo!

Kit: Baloo, you lettin' that trophy go to your head!

Baloo: I am not! Kit?! You and me used to be a great team until you started losin' your nerve! Now why don't you just check the cargo?! Now! I've got some flyin' to do! (Kit unbuckles his seatbelt and storms to the back slamming the cockpit door behind him. Baloo waits until he is out of hearing range and then turns on the radio and transmitter. He grabs the transmitter.) Louie, this is Baloo, over.

Louie: (On radio.) Baloo! Hey, is everything cool man?

Baloo: Heh-hey; don't worry about old Baloo. The master pilot can handle The Master Run. I've...(A large flash onscreen in front of the windshield flashes Baloo in the face. Cut to Kit in the back checking the cargo as some of the cargo begins to sway.)

Kit: Baloo! Is everything all right? (Cut to Baloo covering his eyes with his arm. Baloo cannot see.)

Baloo: I'm fine. I just...(Baloo rubs his eyes.) Oh, no! I'm upside-down! (Cut to the back with Kit checking the cargo again.) No, it's all right. I'll just flip the plane! (Kit looks out the window and since he was not flashed, he sees the SeaDuck is flying just fine.)

Kit: Baloo! We're not upside-down! Whoa! (The window rotates as the plane is barrel-rolled upside-down officially. Kit holds onto the cargo as Baloo pushes the stick in the cockpit.)

Baloo: That's better! Now, I'll just pull up a bit. (Baloo pulls up on the flight stick.)

Kit: NO!

Baloo: Quiet, Kit! I know what I'm doin'. (Baloo crashes right into the ocean water as the SeaDuck is submerged in water. Baloo notices the underwater environment; including several fish.) Oooo, look at the flyin' fishes!

End of Act III At 21:27

Act IV

Scene I

(The SeaDuck is upside-down with the trophy somehow floating in the air. Baloo is in the pilot seat looking at the water.)

Baloo: How did the ocean get up there? (Baloo unbuckles his seatbelt and he freefalls onto the ceiling of the SeaDuck taking another shot to the head. Kit enters the cockpit.)

Kit: Baloo, are you all right?

Baloo: Yeah. You know, this ceiling could use a coat of paint. (Kit is shocked.)

Kit: This doesn't make sense.

Baloo: There was this bright flash, and zowie! The whole world suddenly stood on it's head.

Kit: That's just what Wily Pole said on the radio.

Baloo: Oh, this isn't supposed to happen to the world's greatest pilot. (Baloo holds the trophy upside-down.)

Kit: Louie was right. There's something weird going on out there.

Baloo: It was like I was...was pulled up into the ocean.

Kit: Monsters?

Baloo: Nah. Monsters make noise. (There is an explosion sound off-screen and both Kit and Baloo bounce backwards towards the walls.)

Kit: Like that?

Baloo: It's...back there! (Thudding sounds ensue as Baloo and Kit take a look in the back.)

Baloo/Kit: You go first. Okay, we'll both go. (Baloo and Kit walk into the back as Baloo opens the side door and it's Don Karnage on a motor boat wheeled by Mad Dog.) Don Karnage!

Don Karnage: No, no, no, no; my friends. It is the feared pirate, Don Karnage. And how are you? (Don Karnage brings out his cutlass and forces Baloo and Kit against the wall.) Ba-loo! (Mad Dog and Don Karnage enter inside the SeaDuck along with an out of nowhere Dumptruck.) I love what you've done with this place. (Don waves his cutlass and uses it to steal Baloo's trophy.)

Baloo: Put that down! (Don Karnage examines the trophy.)

Don Karnage: Oh, my apologies to the "Best Pilot In The World"! De...A pilot so great he crashes upside-down... in the ocean! (All the pirates laugh at it.) Ah! And here is the best pilot in the world's best friend in the world. Mister Cloudkicker.

Kit: What's going on here?

Don Karnage: We are stealing your cargo. We are pirates. It's what we do.

Kit: No, I mean the horizon.

Don Karnage: Oh, oh, that. Ah, see for yourself. (Baloo and Kit walk to the side door and look out.)

Baloo: Well, how do you like that? It's all done with mirrors! (We see the Twin Spires have two large mirrors attached on the top and the bottom of the spires.)

Kit: But, how'd you build them so big?

Don Karnage: Don't be absurd. We did not build them. We stole them. (The mirrors come together to create a bright flash causing Baloo and Kit to cover their eyes.)

Baloo: Ugh! The bright flash!

Scene II

(Cut to a sky shot of the SeaDuck upside-down in front of the giant mirrors.)

Baloo: So that's what happened to Khan's other pilots. (Back in the back of the SeaDuck with Baloo, Kit, Dumptruck, Mad Dog and Don Karnage.)

Don Karnage: Khan? Wait, I see it all now. Khan was tired of losing his planes, so he sent you. NAHAHAHAHAHA!

Baloo: Easy. Not in front of the kid.

Don Karnage: So.Where is his cargo?

Baloo: Uh...What cargo? (Mad Dog manages to find the cargo on the floor upside-down attached with rope.)

Mad Dog: Found it, Boss.

Don Karnage: Shall we have a look-see? (Don Karnage walks over; but gets cut off by Baloo.)

Baloo: No! Khan entrusted that painting to me! (Baloo knuckles up but Dumptruck comes in from behind and whacks Baloo in the head with the pound punch, causing Baloo to go dizzy and fall on his back knocked out.)

Kit: (Runs over to Baloo.) Hey! (Don Karnage runs over to the crate as Dumptruck pulls it down to the ceiling snapping the ropes. Mad Dog and Don Karnage come over as Dumptruck rips the crate open.)

Mad Dog: What is it? (We hear beeping noises as Don Karnage picks up a beeping, red light homing device.)

Don Karnage: It is...a homing device! (Kit is helping Baloo up.)

Baloo: (Coughs.) No painting?

Don Karnage: Not even a signature. (Don Karnage throws the homing device onto Baloo's belly.) You were trying to set me up.

Baloo: I...I...I didn't know.

Don Karnage: No, of course not. Because Khan set you up too. He pumped grand notions into the vast emptiness of your head.

Kit: Well, if Khan is tracking us, then he's gonna send his biggest gunship here and blow you guys out of the water.

Mad Dog: Umm; Boss, let's go. We don't stand a chance against a gunship.

Don Karnage: (Grabs the homing device from Baloo's belly.) In a fair fight, I quite agree. (Walks over to Mad Dog and Dumptruck and gives the homing device to Mad Dog.) But think hard, and suppose they are lured into a minefield first! Ah-hahaha! Kaboom! Heh-heh. Like that! Goodbye, adios. (Dumptruck claps in response.) And we owe it all to you, Baloo. (Looks at the trophy.) Why, this thing is gold plated. Worthless! Just like you. (Don drops the trophy and let's it roll on the ceiling as Baloo looks depressed.)

Scene III

(It is sunset now as the SeaDuck is towed by the motorboat underneath the Twin Spires and towards the Iron Vulture as it is nightfall literally on the other side. Head to inside the Iron Vulture with Don Karnage leading Baloo and Kit who are walking behind him. Mad Dog and Dumptruck are taking the rear behind Baloo and Kit.)

Don Karnage: It is a shame you did not bring me treasure like the others. But I shall make a bundle off the scrap metals and weapons from Khan's gunship. Oh, yes! (We head to the dungeons as Mad Dog with keys goes to the cell door and unlocks the cell. He opens the door. ) In with the other has-beens! (Baloo and Kit are walking in and about a foot away from entering, Mad Dog shoves both Baloo and Kit into the cell. Mad Dog slams the door and locks the cell before leaving. Kit and Baloo then notice two grey panthers in white uniforms doing laundry with a almond cougar fury wearing a red fur coat and goggles washing clothes in a bucket with one of the Khan pilots; while the other one is hanging them up to dry.)

Wily Pole: Baloo! Kit!

Kit: Wily! You're okay. We heard you on the radio at Louie's.

Wily Pole: Yeah. These pirate creeps tricked me. But why are you two here? (Baloo props himself against the wall of the Iron Vulture and then sits down looking awful.)

Baloo: Because I'm the biggest idiot in the world.

Scene IV

(Night skies on the water as Captain Hotspur's gunship is sailing towards the Twin Spires. Pan up to the wheelhouse and inside with Captain Hotspur. He also has a wheelman panther fury wearing a blue naval suit and a green winter's cap handling the wheel.)

Khan: Khan here. Has he crashed yet? (Hotspur has binoculars in his hands.)

Hotspur: Just as you predicted, sir. (Cut back to Khan's office on his intercom.)

Khan: And is the beeper still functioning?

Hotspur: Absolutely. It's that thief all right. Don Karnage. (Cut to the intercom inside the wheelhouse.)

Khan: Good. Follow the device and blow those pirates out of my ocean.

Hotspur: Aye-aye, sir.

Scene V

(Cut to a shot of the Twin Spires as we hear a distinct bell ringing sound. We pan down to see lots of landmines peppered on the water. We pan into a wooden boat near a large bouy as Dumptruck and Mad Dog are inside the boat. Dumptruck grabs a large landmine.)

Mad Dog: Hurry up, you oaf! I want to get back to the cockroach races. (Dumptruck throws the landmine in the water as there are two more landmines left in the boat.)

Dumptruck: Then why don't you help me? (Dumptruck grabs the second landmine and throws it into the water.)

Mad Dog: (Filing his nails with a rasp.) Can I help it if I have a hangnail? (Dumptruck grabs the last landmine and puts it over his head and then loses his balance as he turns around towards Mad Dog.)

Dumptruck: Whoa!

Mad Dog: Watch it! (Mad Dog runs to the other side of the boat; but Dumptruck manages to lose his grip and the thing drops on Mad Dog's head. Mad Dog is shouting; but it's all muffled, basically telling Dumptruck to get the landmine off of him.)

Dumptruck: Uh...Sorry, Mad Dog. Is your hangnail, okay? (Dumptruck grabs the landmine with one arm and simply tosses it into the water. Mad Dog is now mad.)

Mad Dog: Oh, what is the matter with you?! You wanna blow us up?!

Dumptruck: No. That would be bad. (Mad Dog grabs the homing device while Dumptruck grabs the bouy. Mad Dog climbs on Dumptruck's shoulders and places the homing device right on the bouy.)

Mad Dog: There. Now that gunship will drive right into these mines. (Mad Dog ties up the homing device.)

Dumptruck: Yeah. Kaboom! (Dumptruck laughs as Dumptruck rows the wooden boat away from the mines and towards the Iron Vulture. Cut to Hotspur's gunship and the radar beeping a red button in the area. Cut to the homing device on the buoy as the gunship is heading straight for the buoy in the background. Cut back to the Iron Vulture and the dungeon as Kit is looking out the window.)

Kit: Baloo! The pirates have peppered the area with mines. And that gunship'll be on them soon. (One of the shots of the Iron Vulture shows both Khan planes and Wily's plane upside-down in front of the Iron Vulture.)

Baloo: So?

Kit: So guys are gonna get hurt! We've got to do something! (Kit was standing on a footstool while looking out as Baloo looks depressed.)

Baloo: Huh! I've done enough.

Kit: Baloo? What's with you?

Baloo: Karnage is right. I'm worthless.

Kit: Hey. It's only words. Remember?

Baloo: Ha!

Kit: Okay, then just sit tight. I'll get us out of here.

Scene VI

(Back to the barred window as Kit gets through the bars with ease.)

Wily: Here. Good luck. (Wily ties a number of bedsheets together to form a rope and throws it down as far as it can go.)

Kit: Thanks! (Kit jumps onto the rope and then climbs down slowly. Kit hops down with the rope as Wily watches on. Baloo is still depressed and shaking his head. Kit continues to hop near a window and then goes left to avoid being seen by Gibber. Kit continues to hop down and then the bedsheet rope comes apart. Kit tries to climb up; but the sheets comes down and Kit starts to free fall.) AGGGHHH! (Kit manages to grab onto one of the window frames and looks down at the water. Kit then jumps into the window, which is somehow open and takes a spill inside Don Karnage's bedroom, managing to miss the door by inches. Kit does the most flattest backflip ever and gets back on his feet. Cut to outside the hallway where Mad Dog hears a banging sound. Mad Dog goes to the door as Kit looks around in the room. He notices the closet where Don keeps his uniforms and runs to it. The door opens and in comes Mad Dog. Kit is hiding behind the closet looking frightened with Don's coat. Mad Dog looks around.)

Mad Dog: Anybody in here? (Mad Dog walks around and as he walks from the closet parallel, Kit is walking dressed up with Don Karnage's uniform, boots and a pilot's cap. The uniform is clearly too big for him. Mad Dog walks by and then gets confused. He walks back parallel to Kit doing the same thing. Mad Dog is grunting and looking straight at Kit; but cannot get the two clicks in the making of a clue that Kit is much shorter than Don Karnage and wears no hat. He's also wearing the hat backwards too. Mad Dog and Kit mime each other for a while. As Mad Dog and Kit look at each other on the right side of the closet. Mad Dog looks away and that allows Kit to simply run out of the room and close the door behind him. Mad Dog looks at the closet and Kit is gone and no where to be found.)

Dumptruck: (Kit walks away and then stops to hear Dumptruck singing and coming straight at him. Kit hides behind a pipe in the middle of the hallway.) ♪ Old MacDonald had a farm, ee-ei ee-eio. And on this farm he had an octopus, ee-ei ee-ei... ♪ Hmm. That's not right. (Dumptruck turns around and notices Kit right away.) Hey; you kid, you. (Kit smiles and shuffles to the right.)

Kit: Ah, look! There's Old MacDonald now! (Kit points to the southeast. Dumptruck looks around that area as Kit runa away north.)

Dumptruck: Really? (Dumptruck scratches his head for a while and then turns to rip a lead pipe out of the ceiling of the hallway. Steam comes out of it.) It's clobberin' time. (Dumptruck chases Kit around as Kit gets on the catwalk that spans from the left wall to the other side.) Hey, you kid, you! (Dumptruck follows him and a bucket of wall with a mop falls down onto the floor of the Iron Vulture. It splashes water onto the floor.)

Scene VII

(Head to inside the wheelhouse as Jock from Lady & The Tramp is sleeping in front of wheel wearing glasses, a red hat, a blue vest and a striped red and white shirt. He snores. Pan over to Don Karnage sitting on a metal throne writing with a pen with a bottle of black ink in a red covered diary.)

Don Karnage: Dear Dairy; Today, I brought down my fourth airplane. It was...how'd you say? Like taking candy from a baby child. Falling off a piece of cake. Easy as pie on a log... (The door opens and apparently, Don pressed the pen on the page so hard that it tore the page. Hacksaw enters the room who is a coyote type fury with green pants, blue vest, a belt and armbands containing sticks of TNT.)

Hacksaw: Captain?!

Don Karnage: Atchoo?! (Don Karnage looks at the diary entry.) Look what you made me do! (Don drops the diary.) This had better be important, Mr. I-Have-The-Brains-Of-A-Duck, you know! (Disney Captions missed the "you know" part. Hacksaw grabs Don and drags him out of the wheelhouse to the hanger.)

Hacksaw: Have a look-see! (Hacksaw points to the bucket and the spilled water on the deck.) Look! The ship is taking on water. (Don Karnage dusts his coat off.)

Don Karnage: Well, get rid of it. (Don walks back into the wheelhouse.)

Scene VIII

(Kit is silding on a large catwalk like beam as Dumptruck with lead pipe is also on the beam, crawling.)

Dumptruck: Stop!

Kit: Gimme one good reason!

Dumptruck: So I can hit you very hard.

Kit: Sorry. Not a good reason. (Kit makes it to a porthole and a ladder. Kit is actually wearing Baloo's pilot's cap backwards. Kit opens the porthole and climbs onto the landing strip near the tailsection of the Iron Vulture. The wind is whipping hard that the pilot's cap comes off.)

Scene IX

(Back in the wheelhouse as Don Karnage is still writing in his diary. Hacksaw is pacing behind the chair pondering something.)

Hacksaw: Get rid of the water. Hmm... (Hacksaw gasps and goes to Don Karnage.) Cap'n! How about I let the water drain out?

Don Karnage: Fine, fine, fine.

Hacksaw: Okey-dokey. (Hacksaw runs over to a wall with a box containing a red button labeled "Danger! Bomb Bay Door Release". Hacksaw does the most overdramatic pushing of the button, actually trying to aim for the button. He pushes the button and red lights and alarm sirens wail in unison. Don's ear goes boing. Cut to the shot of the alarm bell ringing. Don drops his diary and jumps into the air. He panics and runs out of the wheelhouse.)

Don Karnage: What have you done? (Don watches as the bomb bay doors open and the Iron Vulture begins to take in water.) We're sinking! (Hacksaw is standing at the door and has that look of "I'm dead".) Hacksaw?! (Don Karnage drags Hacksaw outside.)

Scene X

(Cut to an outside shot of the Iron Vulture sinking. Cut to one of the panthers looking out the prison window.)

Dwayne: The ship's sinking! We'll all drown!

Baloo: Big deal. (Cut to one of the Iron Vulture's propellors as Kit is climbing up onto the prop as the alarm sounds in the background. Dumptruck climbs after him . Kit grunts as he walks on top of one of the props. Dumptruck whacks the prop causing Kit to sway.)

Dumptruck: Smartypants kid not so brave right now! Nrhe. Is he? (Kit is backing up.)

End of Act IV At 32:12

Act V

Scene I

(Back on the top of the prop as Dumptruck climbs up onto the top of the trop laughing.)

Dumptruck: I've sure got you now, you little meatball. (Dumptruck stalks Kit to the edge of the propellor and takes a swipe at Kit; but Kit ducks and runs past Dumptruck. Dumptruck loses his balance and has to grab onto the propellor for dear life. Dumptruck struggle to climb up; but cannot. So Kit ponders it over as he somehow regained his baseball cap as he takes off the coat and ties Dumptruck to the propellor with it.) Hey!

Kit: Looks like I got the meatball now! (Cut to inside the hanger as the Iron Vulture has take on a lot of water. The alarm sounds ensue. Pan over to Don Karnage and Hacksaw as Don grabs Hacksaw.)

Don Karnage: Shut the doors, you imbecile! (Disney Captions missed the "you imbecile" part. Don throws Hacksaw into the wheelhouse and Hacksaw's nose smacks into the red button containing the bomb bay door release. And it's now called Releasa for some reason. Diving alarm sounds now ensue with red lights as Hacksaw lands on his seat saluting. His eyes go stripe white/blue.) Scottie, start the engines! (Jock pulls on a lever near the wheel as the Iron Vulture engines start as shown outside. Kit slides down down the propellor pole.)

Dumptruck: Hey! Meat...WHOA!! (The propellors go spinning around as Dumptruck screams.) Oh, dearie!! (Kit gets onto the top of the Iron Vulture.)

Kit: HAHAHA! Enjoy the ride! (Kit runs off as Dumptruck jibbers like crazy and then whimpers.) Toodle-oo! (Kit waves as he's in the porthole and then slams it shut. The propellors spin faster and faster as Dumptruck whimpers a lot more. The Iron Vulture gets to full power and then slowly rises above the water, allowing all the water inside to be poured of the airship. The bomb bay doors finally close up inside the hanger.)

Don Karnage: Okay, Scottie. Take her down. (Jock pushes on the lever as ordered from Don Karnage who is inside the hanger. The Iron Vulture falls and lands softly on the ocean water with a splash. Dumptruck is still whimpering on the propellor as it slows down and then stops. He mutters a bit.)

Dumptruck: (The coat finally lets go as Dumptruck is relieved and dizzy.) Thank goodness. (Dumptruck slumps down and then jumps down onto the roof. He falls flat on his back which the porthole is shown still open despite Kit closing the porthole.)

Scene II

(Inside the hallway towards the dungeons. Kit is running in shadow and then cut to the cells as Wily is looking out as we pan over to the wall where the keys are and in comes Kit sliding safe as he has also ditched Don Karnage's boots. Kit grabs the keys and goes over to the cell where Wily is.)

Wily Pole: You did it, son. Haha! Good work! (Dwayne and Pilot #1 are washing more clothes.)

Khan Pilot #1 (Green Coat): Hey, Dwayne and I can't just leave Mr. Khan's cargo here with the pirates. (Baloo is sleeping on the bottom of the double bunk bed.)

Kit: Fine, but let's escape first, okay? (Kit unlocks the cell door and opens it. Dwayne, Khan Pilot #1 and Wily Pole walk out.) Baloo! (Baloo gets up slowly.)

Baloo: I'm comin'. (Cut to Wily, Dwayne, and Pilot #1 running in the hallway. Kit is dragging Baloo and running in the hallway.)

Kit: Come on, buddy! Let's grab Khan's stuff and get outta here! (Cut back to on the roof as Dumptruck is now swaying around looking punch drunk. Dumptruck is laughing in a groggy way. Cut back to inside Don Karnage's treasure room as Dwayne and Pilot #1 are placing treasures into a large sack with Wily Pole. Kit is typing several bags together.) Now, all we gotta do is get to the SeaDuck and warn that gunship. Okay, Baloo?

Baloo: Whatever you say. (Kit gives Baloo two bags and Kit grabs his two.)

Scene III

(Cut to the front of Hotspur's gunship with the Shere Khan flag flying in the wind. Cut to Hacksaw on a harness by a pulley system wiping down the mirrors on the Twin Spires.)

Hacksaw: Oh rod, big deal. (Disney Captions missed the Oh rod part. Maybe it was because he said "oh god", and I was misreading it.) So I made a little mistake. The captain didn't have to be so cranky. The ship needed to be washed! (Far shot of the Twin Spires with the mirrors. Then we head back to the Iron Vulture as the SeaDuck is finally shown upside-down still. There is a rope attached from the Iron Vulture to the side door of the SeaDuck. Kit, Baloo, Dwayne, Pilot #1 and Wily Pole are swinging like they are on a jungle gym. Kit opens the side door and hops into as the SeaDuck has also been taking on water.)

Kit: Baloo, hold it. (Baloo cannonballs in and splashes a lot of water as Kit has to get out of the way, almost drowning in the process.)

Baloo: Oh, great. (Wily Pole enters in along with the other pilots.)

Wily Pole: Whoa! We'll never get her righted (Wily closes the door as apparently, Dwayne and Pilot #1 came in as Kit was wading in the water because they are shown on the next shot. Probably went into the tailsection of the SeaDuck.) What now?

Kit: Baloo's gonna fly us out of here!

Baloo: Me? Ha!

Kit: Ah, he's just being modest. He can fly anything anywhere.

Wily Pole: Ah, give it up, kid. Nobody can take off in a plane full of water and upside-down

Kit: Baloo can. 'Cause he's the greatest!

Baloo: (Grabs Kit and yells at him.) Stop it; you hear me?! Just knock it off! I'm a loser. A failure. I crashed my plane, I lost my cargo and thanks to me a very big boat's gonna get sunk and I can't cut it! I tell ya...just …. Just leave me alone!! (Baloo goes to a wooden crate and cries.)

Kit: (Just looks at him almost ready to cry.) Poppa bear?

Baloo: What?

Kit: I still think you're the best. (Smiles weakly as the adults looks so ashamed at something.)

Baloo: (Long pause as Baloo slowly turns around and walks towards Kit.) You really think I can do it?

Kit: It's something to shoot for.

Baloo: (Play punches Kit on the cheek.) This ain't no hayride! Let's pull chocks!

Kit: Yee-ha! (Baloo goes to the cockpit as Kit punches the water with glee.)

Scene IV

(Mad Dog returns to the dungeons and has a pair of shorts in his hands. Then he realizes that there's no one in the dungeon, but him.)

Mad Dog: CAPTAIN! (Cut back to inside the upside-down cockpit as Baloo and Kit put their seatbelts on as Baloo's head is underwater. Kit finds a plastic tube and puts it in Baloo's mouth.)

Kit: Here. Breathe through this.

Wily Pole: (Wily, Dwayne and Khan Pilot #1 buckle up in the back.) This isn't gonna work, guys. (Kit looks at the back.)

Kit: Just prepare for takeoff. (The engines are started and the propellors begin to turn in the water.)

Wily Pole: You're crazy, Baloo! (The SeaDuck flies upside-down as it struggles before the rope is snapped off. We cut to Don Karnage in his room at the mirror focusing on his swordplay. There is hammering on the door.)

Don Karnage: If you have a present, come in. (The door opens and in comes Mad Dog and Dumptruck.)

Mad Dog: Captain, the prisoners have escaped! (Don puts his sword back on his hip.)

Don Karnage: What?! Idiots! Find them! (Don backhands Dumptruck in the chest. We hear engine sounds as Mad Dog is at the window looking out. Mad Dog sees the SeaDuck flying upside down on the water.)

Mad Dog: Hey, look! Moby Dick! (Don Karnage and Dumptruck head to the window.)

Don Karnage: That is the SeaDuck, you slugs! After them! (Cut to inside the cockpit. Kit's voice sounds bubbly.)

Kit: Go right and speed it up! And... (The SeaDuck slowly rises into the sky upside-down.) Now, Baloo, now! (The SeaDuck turns around and finally flies up-right.) You did it!

Wily Pole: He did it!

Baloo: I did? I did!

Kit: Yee-hah! (The plane turns around and heads for the front of the Twin Spires where the landmines are and where Hotspur's ship is closing in.) Baloo, we've got to warn that gunship! Maybe, if we set off one of those mines, they'd turn away. (Kit looks directly at the trophy somehow sitting in the corner.)

Baloo: Aww, not my trophy!

Kit: It's the only way. (The SeaDuck flies around the area as Hotspur's ship is about 50 feet away from the mines. Head back into the cockpit as Baloo kisses the trophy.)

Baloo: Been nice knowing ya. (Baloo drops the trophy out of the SeaDuck and it hits one of the mines and the mine explodes on contact. A large fountain of water shoots up separating the mines. Cut to inside the wheelhouse with Captain Hotspur and his wheelmate.)

Captain Hotspur: Minefield, dead ahead! Hard to port! (The gunship steers sharply to the left and manages to avoid all the mines in spite of Kit's concerned face. The gunship turns completely around and sails away south.)

Kit: You saved them, Baloo! (Back inside the SeaDuck cockpit.)

Baloo: Yeah, but who's going to save us?! (Cut to the Iron Vulture as Don Karnage and all the pirates he can find (except for Hacksaw of course) in their CT-'37's going after the SeaDuck as they fly past the Twin Spires.)

End of Act V At 38:25

Act VI

Scene I

(Cut to the SeaDuck flying away northwest and then turning around and heading south-east as the Air Pirates follow it. They all shoot their machine guns. They surround the Seaduck in a diamond formation. Kit looks out the window as Baloo gasps. Baloo pulls on the flight stick and flies up and upside-down, northwest. The CT-37's all turn around awkwardly and the final one to turn around and follow the SeaDuck, shooting their machine guns. Cut to Mr. Khan in his office at his desk talking into the intercom. )

Khan: Status report, Captain Hotspur. (Head inside the gunship wheel house with Captain Hotspur looking from the window with his bionculars.)

Captain Hotspur: A yellow seaplane just saved us from a minefield, sir.

Khan: Yes. Hah. That would be my patsy. Baloo.

Captain Hotspur: Well, that "patsy" is giving those pirates a run for their money! (Back to the SeaDuck with Kit and Baloo being determined to stop these pirates now. The CT-37's come straight at them; so Baloo rams the SeaDuck straight at them and they all scatter as Gibber's plane hits the water on cue. The SeaDuck flies around some more.)

Kit: Baloo, head for the mirrors!

Wily Pole: Why? To see ourselves shot down?

Kit: No. We're gonna escape between them. The pirates are flying CT-37's.

Baloo: Yeah? (One of the CT-37's are circling them. Wily Pole enters the cockpit.)

Kit: So CT-37's croak at the top of a steep climb. If you fly low along the water, then swoop up between the mirrors...

Baloo: They won't be able to follow!

Wily Pole: This is insanity! (Baloo pulls down and goes just above the water with the SeaDuck as Wily is forced back into the back by force of will. Cut to Don Karnage on his transmitter in his CT-37 as Gibber arrives beside him.)

Don Karnage: Stop him! (Gibber flies his plane above the SeaDuck and right at the spot where the window is. He lights a stick of TNT and drops the stick down in front of the SeaDuck window, which it explodes causing the windshield to crack so much that Baloo cannot see the outside. The plane flies away as we head back to the cockpit.)

Wily Pole: (Comes back in the cockpit.) That's it! We're finished!

Kit: Baloo, what if I climb out and be your eyes?

Wily Pole: This boy's enthusiasm is gonna get us all killed! (Baloo finally stands up and is mad as he backs down Wily Pole.)

Baloo: This boy happens to be Kit Cloudkicker, the best navigator in these skies! (Kit slips right into the pilot's seat and is piloting the SeaDuck in this entire exchange.) And we're a team, see?! So if he thinks we can do it, we can do it! So, do it. (Kit climbs out of the right window of the SeaDuck and crawls to the anchor hook on the engine roof.)

Kit: A half a mile! (The SeaDuck heads for the mirror underneath.) More altitude! Ten degrees port! A bit more...Dead on! Four hundred yards! A hundred! GO! (The SeaDuck flies up into a very steep climb inbetween the mirrors. The CT-37's foolishly follow them.)

Wily Pole: Unbelievable!

Don Karnage: Follow him! I have you now, Baloo! (Then the CT-37 engines all sputter and die right on cue.) Maybe not. (All the CT-37's free fall from the sky. The SeaDuck flies away.)

Kit: It worked! They couldn't follow! (All the CT-37's crash into a pile on the landing strip on top of the roof of the Iron Vulture and the last one makes an explosion. The gunship adjust their guns and fires on the Iron Vulture and the Twin Spires destroying both giant mirrors and their mechanics in the process. Hacksaw notices this and releases his harness and drops into the water below.)

Hacksaw: Down! Down! (Cut to Don Karnage and Mad Dog watching as the gunship is firing at the Iron Vulture.)

Don Karnage: Well, he who steals and runs away lives to steal another day. Get us out of here, Scottie. (Cut to inside the wheelhouse of Iron Vulture. Jock gets up.)

Jock: Uh, the name's Jock. (Jock pulls on the lever as the engines are started and the Iron Vulture dodges gunfire as it flies away westward. Head back into the cockpit of the SeaDuck.)

Wily Pole: Baloo, the best piloting I've ever seen!

Kit: Hee hee, yeah! (Kit hops into the SeaDuck and embraces Baloo.) You were terrific! (The SeaDuck finally flies away into the sunset.)

Scene II

(Back inside Khan's office. The elevator opens and in storms Baloo looking angry.)

Baloo: Now, where do you get off, sending me on a mission like that?! (Baloo walks towards Khan's desk.) I coulda been killed! Pirates! Guns! Bombs! And what about my plane?! You, you, you... (Khan just sits there stern as Baloo stops and notices that there is a large wad of cash on the desk.)

Khan: I believe this should adequately show my appreciation. (Baloo grabs the cash.)

Baloo: Ah, haha; yes, sir.

Khan: Good day, then. (Baloo turns around and teases walking out checking the money and then turns around.)

Baloo: Uh, hold the phone, buster! One more thing.

Khan: Yes?

Baloo: (Walks to the desk.) Hey, I lost my trophy saving your gunship. I'm gonna need another one. A bigger one! (Khan rolls his eyes stunned.)

Scene III

(Inside the office of Higher For Hire. Rebecca is counting the money as Baloo has the bigger trophy in his hands as it is bigger and has an eagle on top of it.)

Baloo: And then Khan gave me the money and this new trophy.

Rebecca: That's wonderful. Isn't it, Kit? (Kit is standing staring out the window with his arms folded and not happy at all.)

Kit: Yeah. Great. (Baloo comes over behind him.)

Baloo: Check out this inscription. (Baloo lowers the trophy to Kit's eye level so he can read the inscription.)

Kit: (Sighs.) Huh? "Kit Cloudkicker, Best Navigator In The World!"? (Kit grabs the trophy.) All right!

Baloo: Just don't let it go to your head, Lil' Britches. (Baloo pats Kit on the head.)

End of Episode At 44:44

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