What Flies Beneath

''[A yak disappears in a cloud of dirt, followed by several sheep. Ominous cracks appear suddenly appear in the ground.]''

Hiccup: (v.o.) Everybody has a past. Even dragons. And sometimes, the past can come back to haunt them.

[Toothless growls at the ground while Hiccup sleeps.]

Hiccup Ugh, Toothless, go back to sleep. Hiccup (v.o.) And when it does, you're gonna need to be there for them.

[Toothless sniffs and then growls angrily at the hole.]

Hiccup Whoa, hey! Come on, it's just a hole, bud. Bucket It's not just a hole! It's like an underground village! Mulch Bucket! There you are. I've been lookin' for you all night! Bucket Sorry, Mulch. But I think I finally found it: My happy place!

[Bucket is thrown out of the hole in a cloud of dust.]

Stoick Are you alright, Bucket? Bucket Not so happy anymore. Stoick What happened? Bucket Something pushed me out! Something's down there. Something big!

[Toothless growls and jumps down the hole.]

Astrid What is that sound? Gobber Eh, whatever it is, it's giving me the willies.

[Whispering Death shoots out of the hole and hovers over the Vikings.]

Snotlout Whoooooaaaaa, look at the size of that thing! Fishlegs Do I have to?! Astrid Dragons! Everyone! Snotlout Uh, I don't like the way it's eyeballing me. Fishlegs Uh, don't worry, it's not just you. Snotlout Thanks, big relief!

[The Whispering Death dives back into the ground.]

Astrid What... was... that? Tuffnut Whatever it was, I want one! Fishlegs If I had to take a guess, I'd say that was a Whispering Death. Tuffnut Whoa, great name. So much better than Zippleback. Bucket Where'd it go? Why's it here? What's it gonna do to us?! WHY AREN'T YOU SLAPPING ME TO SNAP ME OUT OF THIS?! Mulch Because I'm scared, too, Bucket.

[The Whispering Death bursts from the ground making a fresh hole.]

Gobber Ah, it looks angry. Why don't you do that think where you touch its nose and feed it grass? Hiccup Okaaaay! Uh, Fishlegs, what do we know about the Whispering Death? Fishlegs Boulder Class; Razor sharp teeth, incredibly strong, hunts from underground. Tuffnut Now I really want one! Snotlout So, how do we deal with this thing? Stoick Stand back, everyone!

[Stoick arrives riding Thornado who bellows at the intruder.]

Stoick (cont.) Thornado's got something to say to this beast!

[Thornado roars at the dragon, but it quickly roars back, unaffected.]

Gobber I don't think it's got its listening ears on. Astrid Alright, let's run this thing out of here!

[Toothless emerges from the hole and growls to the resident dragons.]

Snotlout What is Toothless doing?! Astrid I think he wants us to back off. Fishlegs No problem here. Hiccup Toothless!

''[Toothless and the Whispering Death fight. Toothless is unable to get airborne.]''

Hiccup Toothless can't fly without me! He's a sitting duck! Stoick Gobber, man the catapults, and when that thing is clear of Toothless, Fire! Hiccup Dad, wait! Just let me help you, bud.

[Hiccup tries to mount Toothless, but Toothless won't let him.]

Hiccup What? Toothless, wha-what's wrong? Astrid What was that all about? Hiccup I have no idea.

[Whispering Death injures Toothless with a razor-sharp spine that drives itself into his leg.]

Stoick Gobber!

[Gobber launches a boulder at the Whispering Death and it retreats down the hole, carving a new path underground.]

Hiccup Oh, no, you're hurt!

[Toothless allows Hiccup to remove the spike from his leg, then runs away.]

Hiccup Toothless, wait! Astrid Where's he going? Snotlout Probably running away to lick his wounds. [laughs] Hiccup It's not funny! He could've been killed. He can't fly, remember? Snotlout And whose fault is that? Astrid Seriously, did you just go there? Snotlout Hey, I call it like I see it. Fishlegs Um, does anyone want to talk about what in the name of Thor just happened? Tuffnut Uh, dragon fight? Just another day on Berk. Fishlegs Uh, not really. It seemed like there was way more to it than that. Hiccup He's right. The Whispering Death singled Toothless out. Astrid And Toothless wanted that dragon all to himself. Hiccup Yeah, he certainly did. But why? Tuffnut Uh, are we going to be tested on this, because I'm completely confused. Ruffnut Well, don't look at me.

Hiccup I-I really wish you could just tell me what was going on out there today.

[Toothless growls at the sound of footsteps on the stairs.]

Hiccup Whoa, whoa, whoa, easy, bud. It's just my dad. Stoick How's our wounded warrior? Hiccup He's still a little on edge. Stoick Don't worry, Toothless. I think we showed that dragon a thing or two about uninvited guests on Berk. I don't think he'll be coming back any time soon. At least I hope not. Hiccup Yeah, me too. Okay that should do it. bud. You just need to take it easy.

[Toothless lies down, Hiccup goes to sleep, then Toothless leaves via the window.]

Hiccup To-Toothless? Hiccup Toothless! Oh, no. He went after him... alone.

Snotlout Maybe Toothless just went for a morning flight? Oh, that's right... he CAN'T! Astrid Really? You're going there again? Now?! Hiccup Toothless must be looking for the Whispering Death. We find it, we find Toothless. Fishlegs What do we do if we find the Whispering Death first? Hiccup Well, we train him. Tuffnut You know he's got "death" in his name, right? Hiccup Fishlegs, is there anything about the Whispering Death in the Book of Dragons that can help us? Fishlegs It can shoot razor sharp spines from any part of its body. Astrid And how's that gonna help us? Fishlegs Well, it would help if we stayed away from those. Tuffnut Or we can get near them and use Ruffnut as a human shield!

[Ruffnut savagely kicks Tuffnut in the kneecap.]

Tuffnut OW! MY KNEE CAP! That's new... I like it. Hiccup This Dragon must have a weakness... Fishlegs Actually, no. Yeah, it says right here: "no known weaknesses". Tuffnut Ha, I really love this thing. Hiccup Okay, great, uh, can we go now, please? We don't know how much time we have. Astrid Don't worry, Hiccup. We'll find him.

Hiccup There, down below. Hiccup Toothless?! Toothless?! Snotlout How do we even know the Whispering Death made these holes? Astrid So you think it might be the other 2,500 pound, rock eating Dragon we're following? Snotlout I know what you're- Don't try to confuse me. Hiccup Look at this...? Hiccup He must've lost a tooth. Tuffnut Is it sharp? If it is I want it! I like sharp! Ruffnut Yeah, sharp is good! Fishlegs Think about this: hundreds of those spinning together, ripping through dirt and tree roots. Discarding rock like it's not even there! Astrid Stormfly, what's wrong? Tuffnut What's wrong with you? Ruffnut Barf, settle down! Hiccup Stop! Listen... Tuffnut Listen for what?! Ruffnut I don't hear anything. What are we listening for?! Astrid Be quiet! Tuffnut How are we supposed to hear anything over her yelling--? Astrid Shhh! Fishlegs The whisper...

[The ground shakes violently.]

Snotlout Looks like we beat Toothless. Astrid Yeah... we win... Fishlegs I'm not feeling like a winner!

[The Whispering Death emerges and growls at Fishlegs.]

Fishlegs Hi... um... I like the teeth...

[The Whispering Death burrows back underground.]

Snotlout I hate it when he does that! Can you at least tell me why he does it?! Fishlegs Maybe to hunt...? Maybe because it's cooler...? Maybe to look for water...? AND MAYBE BECAUSE HE CAN'T STAND THE PRESSURE OF EVERYBODY ALWAYS EXPECTING HIM TO HAVE THE ANSWERS! Tuffnut He's losing it. Ruffnut I know...it's awesome.

[The Whispering Death emerges from the ground again.]

Tuffnut Somebody hold it still. I wanna pet it! Astrid Do you actually have a plan, or are you just trying to get yourself killed? Hiccup If I can train it, it'll leave Toothless alone... Snotlout Right, so you are trying to get yourself killed?

''[The Whispering Death charges towards Hiccup but stops short in front of Hiccup's outstretched hand. The dragon sniffs it and turns away.]''

Hiccup Okay. Astrid Um, I know what you're thinking, and the answer's no.

[Hiccup jumps down the hole.]

Astrid Why does he always do that? Fishlegs Oh, man. I am so glad I'm not down there with him right now.

[Snotlout pushes Fishlegs down the hole.]

Snotlout Oops. Hiccup Thanks, Fishlegs. I kinda figured you'd be the last one to volunteer. Fishlegs Yeah! I didn't want you to have to face that thing all alone. Hiccup This things been busy. Fishlegs Quick question: why are we down here again? Hiccup This is where it spends all of it's time. There's gotta be something down here that can help us. Hiccup There it goes, let's follow it. Fishlegs Oh, you were talking to me...? Hiccup Fishlegs, new Dragon. You love this stuff! Fishlegs I hate that about me! Fishlegs Hiccup, did you see--? Hiccup Can it wait? Hiccup Let's just hope it keeps going... Fishlegs How'd that work out for us?

[Hiccup and Fishlegs see a bite mark on the Whispering Death's tail.]

Fishlegs Did you see that?! Hiccup Was that a bite mark? Fishlegs Not just any bite mark, that's a Night Fury bite mark. I think I know why these two are looking for each other. Hiccup They have a history. Fishlegs A grudge. Hiccup If that's true, how long to Dragons carry a grudge? Fishlegs To the death... Hiccup Let's get out of here before it comes back. Fishlegs That is a really good idea.

[The Whispering Death finds them.]

Astrid They've been down there forever. Astrid Hiccup! Fishlegs! Hiccup Yep, right here. Tuffnut Did you see the Whispering Death? Was it cool? Ruffnut Did you touch it? Tuffnut I wanna touch it! Fishlegs Can we talk about this later? We really need to get out of this hole! Astrid Yeah, you do. Hiccup Fishlegs, you go first. Fishlegs No argument here. Astrid Grab my hand! Astrid Hiccup, hurry!

[Hiccup tries to reach Astrid's hand and succeeds, but then slips from her grip.]

Hiccup I can't reach! Astrid Hiccup! Just... a little more! Hiccup I'm trying! Hiccup Everyone stand back! Hiccup WHOOAAA!

[Hiccup is thrown out of the hole by a dust cloud, and the Whispering Death is ready to catch him -- WITH ITS TEETH!]

Tuffnut Wow, I bet he can see our house from up there. Astrid Stormfly!

[Stormfly saves Hiccup from being eaten.]

Hiccup Thanks, Astrid. Tuffnut I don't think he likes you in its hole... Hiccup Yeah, I got that. Snotlout Can we get out of here! Please? Hiccup No. I know I can train this thing. Anybody got some Dragon Nip?

[Hiccup suddenly has armfuls of Dragon Nip.]

Hiccup Don't be afraid... I'm a friend. Here-- Hiccup You'll love this. All the dragons love this.

[Whispering Death sneezes the Dragon Nip towards the other Dragons, making them swoon blissfully.]

Snotlout Oh, great. Now we're defenseless. Hiccup Any ideas? I'm throwing it wide-open to the group. Snotlout I got an idea... RUN!

[The Whispering Death chases the group but is suddenly tackled by Toothless.]

Astrid Toothless!

''[Toothless chases the Whispering Death away. Hiccup tries to mount him but Toothless once again doesn't let him.]''

Hiccup Hey, bud. It's me. I know what's going on with you and that other dragon. Hiccup Let me help you.

[Toothless runs off.]

Hiccup Toothless, come back!

[Toothless fires a blast at Hiccup's feet, stopping him from following, then runs off.]

Tuffnut Awkward... Snotlout So Toothless has an arch-enemy. Kind of like you and me. Hiccup Snotlout! You're not my arch-enemy! Snotlout Well, you're mine! Astrid He's just trying to protect you. Snotlout That's not what it is! Toothless doesn't want you around because this is between him and the other guy. He's a fighter. Like me. Snotlout Not... whatever you are. Hiccup I... never thought I'd say this, Snotlout, but I think you're right. Snotlout Wait... huh? You guys heard that, right? Hiccup It's not a fair fight! If Toothless is gonna win, he has to fly. And he can't fly without me! Astrid So, what are you saying? Hiccup I'm saying we need to find him. And soon.

[Toothless runs through the trees looking for the Whispering Death.]

Hiccup There he is! Get me down there.

''[Hiccup approaches Toothless, with his hand extended out. Toothless finally touches his nose to Hiccup's hand.]''

Hiccup Hey, bud. You had me so worried there for a while. You haven't been yourself lately. Good to see you're still you.

[The Whispering Death appears from the ground.]

Hiccup You can just walk away from this, bud! Hiccup Let's just go home--

[Toothless pushes Hiccup away again.]

Fishlegs You were so close. I thought you had him!

[Toothless tries to fly towards the Whispering Death, shooting plasma blasts but is knocked down by the Whispering Death.]

Hiccup He needs our help.

[Toothless tells the other dragons to stay away.]

Astrid Come on, girl! Snotlout Hookfang won't budge! Tuffnut I think ours is broken. Fishlegs They know this isn't their fight, guys.

[The Whispering Death corners Toothless on a cliff ledge, with no escape.]

Hiccup TOOTHLESS! Buddy... Hiccup He's gonna knock Toothless into the canyon!

''[Hiccup steps off the ledge and freefalls into the canyon. Toothless dives to save him.]''

Astrid Hiccup!

[Hiccup mounts Toothless in midair.]

Astrid Yes! Hiccup You save me, I save you! That's the way it is!

[Toothless and Hiccup fight the Whispering Death.]

Fishlegs The sunlight, Hiccup! That's its weakness! Hiccup Okay, bud. Keep him above ground.

[Toothless shoots plasma blasts down the Whispering Death holes.]

Ruffnut This. Is. Amazing! Tuffnut (talking to Belch) We've got to find you an arch-nemesis.

[Toothless finally defeats Whispering Death and goes to finish with plasma blast.]

Hiccup Toothless! No!

[Toothless jumps off the Whispering Death and lets it fly off underground.]

Snotlout Aw, man! Toothless could have finished him off! Hiccup Well, I guess all dragon grudges aren't to the death. Fishlegs I guess I'll have to change that in the book. Hiccup Hey, bud. What do you say we go home? Hiccup (v.o.) When our past rears its ugly head, it usually doesn't have six rows of razor-sharp teeth and a bad attitude.

[Toothless drops boulders to cover the Whispering Death's hole openings.]

Hiccup (v.o.) If it does, you're going to need a great friend who has your back. I will always have Toothless' back. And he will always have mine.