Disney's Oliver and Company - iTunes Movie Poster
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(The city of New York, New York is shown in all its majesty, as the opening credits being to roll. It pans down into the bustling Times Square as the title appears. It then shifts to a street corner where a box of kittens are being sold to small children.)

Huey Lewis: Now, it's always once upon a time in New York City.

It's a big old bad old tough old town.

It's true, but beginnings are contagious there.

They're always settin' stages there.

They're always turnin' pages there for you.

Ain't it great the way it all begins in New York City.

Boy: Let me have one, please.

(One of the kittens is a young tabby kitten named Oliver, who is trying hard to be accepted by any of the kids surrounding by the box.)

Huey Lewis: Right away, you're makin' time and makin' friends...

Oliver: [Meowing]

Huey Lewis: No one cares where you were yesterday...

Girl: [Giggles]

Huey Lewis: If they pick you out, you're on your way.

To a once upon a time that never ends.

So, Oliver, don't be shy. Get out there and go and try.

Believin' that you're the guy. They're dyin' to see, 'cause a dream's no crime. Now once upon a time...

[People Chattering]

Huey Lewis: Once upon a time in New York City.

If it's always once upon a time in New York City.

(As the people have left, a storm rolls in, with thunder roaring.)

Huey Lewis: Why does nightfall find ya feelin' so alone?

How could anyone stay starry-eyed,

when it's rainin' cats and dogs outside?

And the rain is saying, "Now, you're on your own."




Huey Lewis: So, Oliver. don't be scared.

'Though yesterday, no one cared.

They're gettin' your place prepared

Where you wanna be, keep your dream alive.

Dreamin' is still how the strong survive.

Once upon a time in New York City


[Growling Continues, Barking]

Keep your dream alive.

Huey Lewis: Dreamin' is still how the strong survive...


Huey Lewis: Once upon a time in New York City.

Keep your dream alive.

Dreamin' is still how the strong survive

Once upon a time in New York City.

And it's always once upon a time in New York City

(Shift to: Next day)

Man #1: Forty seconds.

Man #2: All right. Here we go.

[Truck Engine Starts]

[Car Horns Honking, Sirens Wailing]

[People Chattering]


You see the feet walkin' down the street in the fast lane,

Walkin' on the street where they goin'

Just makin' a move,

tryin' to survive,

Find a way or not to stay alive.

Cool cat in a cruel world, knows good from bad, his mind is in a swirl,

Got to look out and open your eyes,

If you're in a jam You got to realize,

You're in the fast lane

Wait, wait, wait, wait a minute

In the fast lane

Wait, wait, wait

Hi. Sorry I'm late.

That's all right.

Mother: Come on, sweetheart, we're late. You can play with the kitty some other time, honey. Come on.

[Tires Screeching, Horn Honking]

[Man Humming]

Louie: Hey, 'scusa me.

Oliver: [Meows]

Louie: Don't ya see I'm pushin' somethin' here? Thank you.

Oliver: [Gasps]

[Louie Singing In Italian]

[Continues Singing]

Louie: Hey, come on, folks! Step right up! Get your hot dogs!


Louie: The best hot dogs in New Yo-ork!


Louie: Hey, it's a beautiful day, eh? Come on, folks! Step right up! [Whistling]


Louie: (to Oliver) Hey. Go on. Get outta here. Shoo! Get outta here. Go on, kitty. Get your sausages. All right, let's go, folks. Step right up. I got the hottest dogs in the Big Apple!

Dodger: Hmm. Psst. Psst. [Kissing] Hiya.

Female Cocker Spaniel: [Gasps] Hmph!

Dodger: Ooh. La-de-da...

Louie: Hey! Hey, get off of me! What's the matter with you? I said get outta here.

Dodger: Well, well. Looks like Louie's got a visitor. Could be time for the Dodge to turn this into a total "cat-astrophe."

Louie: Hey! Get off me! Hey! Get outta here. Go on! Shoo!

Dodger: Ooh, you sure picked the wrong guy to get hot dogs from, kid.

Oliver: Get away from me!

Dodger: Whoa! Chill out, man. I don't eat cats. It's too much fur. I've been watching you, and I think you're in serious need of some professional guidance. Now, what do ya say we team up and change old Louie's mind... about sharing those hot dogs?

Oliver: I'm not goin' back there again.

Dodger: Hey. It'd be a snap, kid. I'm an expert at these things. All you gotta do is learn some moves.

Oliver: Moves?

Dodger: You know. Tempo. Ooo-cha-ba. A rhythm. This city's got a beat. You gotta hook into it. And once you got the beat, you can do anything.

Oliver: I can?

Dodger: "Absitively posolutely. The man you see before you is affectionately known as "Old Louie." A well-known enemy of the four-legged world. Our mission, cat, is to liberate those all-beef Kosher Franks, and hightail it outta here. Startin' to feel that rhythm?"

Oliver: Well, uh... (A Jackhammer pounds the pavement.) Yeah! Yeah! I do feel it! When are we gonna get those hot dogs?

Dodger: Right... now. [Barking]

Oliver: [Yelping]

Louie: Hey! Dog! [Gasps] Hey! Get outta here! Hey!

Dodger: [Giggling]

Louie: Hey! Hey. Get outta there!

[Oliver Screeching]

Louie: [Screaming] I'll get you! [Groans] Get outta here!

[Dodger Humming]

Oliver: [Gasps]

Dodger: Hey, you really got that rhythm, kid.

Oliver: Uh... yeah? We were good, huh? So when are we gonna eat?

Dodger: We?

Oliver: Yeah. I'm starvin'.

Dodger: Listen, kid. I hate to break it to ya, but the dynamic duo is now the dynamic uno.

Oliver: What do ya mean?

Dodger: What I mean is, our partnership is herewith dissolved.

Oliver: But, wait! Wait. You're not being fair!

Dodger: Fares are for tourists, kid. Consider it a free lesson in street savoir faire... from New York's coolest quadruped. Check ya later.

Oliver: Hey, wait! I helped you get those! Half of those are mine!

Dodger: Ya want 'em? Come and get 'em.


Dodger: Uh-huh. But I'm warnin' ya, kid. (begins singing) One minute, I'm in Central Park, then I'm down on Delancey Street.

Man: (spoken) What the... Hey!

Dodger: (singing) They say from the Bowery to St. Marks,

There's a syncopated beat

Like I said, "Woo-hoo,


I'm street wise,

I can improvise,

Said "Ooo-hoo,


I'm street smart,

I've got New York City heart.

Why should I worry?

Why should I care?

I may not have a dime,

But I got street savoir faire

Why should I worry?

Why should I care?

It's just be-bopulation,

I got street savoir faire


The rhythm of the city,

Boy, once you get it down,

Then you can own this town,

You can wear the crown!

Why should I worry?

Tell me, why should I care?

Say, I may not have a dime,

Oh, but I got street savoir faire.

Why should I worry?

Why should I care?

It's just doo-wopulation,

And I got street savoir faire

Girl Dogs: (spoken) Everything goes.

Everything fits.

Dodger: (spoken) They love me at the Chelsea,

They adore me at the Ritz!

Dodger: (continues singing) Why should I worry?

Why should I care? (Yeah!)

And even when I cross that line,

I got street savoir faire!


Said ooo-ooo, woo-hoo-oo!

Oliver: Whoa!

[Dogs Barking]

Dodger: Woo-hoo, hoo-hoo-oo [Blubbering]

Female Driver: [Screams]

Dodger: Woo-ooo, woo-hoo-oo! Woo-hoo, woo-ooo-oo!

Man: Come on. Where you goin'? No! No!

Dodger & Chorus: Woo-hoo, woo-hoo-oo! Woo-hoo, woo-ooo-oo!

[Horns Honking]


Dodger & Chorus: Woo-hoo, woo-hoo-oo! Woo-hoo, woo-hoo-oo!






(The camera pans diagonally right from the city streets to the city harbor by the Brooklyn Bridge, where the camera zooms in on a condemned area of the harbor. Seagulls caw and ships honk their horns, as the camera lowers down past the piers and shifts to a shot of an old houseboat connected by a suspended gangplank. The camera cuts to the interior of the houseboat, as we see four other dogs; two of them asleep in their makeshift dog houses, a bulldog watching TV, and a chihuahua named Tito dancing to Buscando Guayaba on the radio. He picks up an old, ragged wallet in his teeth and brings it to the loot box.)

Einstein: [Snoring as Tito bounces on his nose) Huh?

(Tito drops the wallet into the loot box.)

Francis: (annoyed, to Tito) Tito! Stop that racket! I'm trying to watch this show. (Tito glares at him.)

Macbeth actor: There would have been time for such a word! Oh, tomorrow, tomorrow and tomorrow creeps...

Francis: [Mouthing Words] In this petty pace from day to day and all... our yesterdays have lighted fools the way to dusty death.

Tito: Hey, Frankie, whatcha watchin'? Hey, does he get the girl? I mean, what happens?

Francis: Shut up, you little rodent.

Tito: Hey, man, this stuff is boring, man. Come on, let's watch some boxing. I wanna see some action [Laughing] Hey, Frankie, ¿Que paso? You're getting slow, man. [Laughs]

Francis: My name is Francis. Fran-cis. Not Frank. Not Frankie. Francis.

Tito: No kidding, man? Hey, so what did you bring in today, "Frahn-cees"?

Francis: It's none of your business, you intrusive little pipsqueak.

Einstein: Look what I got.

Francis: (sarcastically) Oh, good show, Einstein. Now, all we need is the court and the net.

Einstein: (taking it into consideration) You think this place is big enough?

Tito: Hey, come on. What we need is some good quality stuff, man. Check it out.

Francis: Oh, shredded leather.

Tito: Shredded wha... What you talkin' about, man? That's a primo wallet, man.

Francis: Rubbish, you mean.

Tito: All right, that does it, Frankie, man! You insulted my pride! That means death!

Francis: Behold. The runt of the litter.

Rita: Cut it out, you two.

Tito: Frankie! Frankie! Arf!

Rita: Fagin's not gonna be too happy about this. So, Francis, you got the food, right?

Frankie: Well, no. I...

Rita: Ooh, Frankie.

Tito: Frankie!

Einstein: Frankie!

Rita: It was your turn to get the food today!

Tito: It's newspaper burritos again!

Dodger: Hey. Whoa. Whoa. Cool it, Dodger fans. I'd like to introduce you to... your dinner. Hot dogs a la carte.

Tito: Hot dogs! All right, Dodger, man!

Francis: You remain our preeminent benefactor.

Einstein: Yeah. And you're okay too.

Rita: So, how'd you do it this time, Dodger baby?

Dodger: Let me tell you, Rita. It was tough. Only I could have done it.

Tito: Did you have to fight, man? Did you fight? How many were there?

Dodger: Picture the city: Eighth and Broadway. The crowds hustling, the traffic roaring, the hot dogs are sizzling.

Einstein: I love a story with food in it.

Dodger: Enter Dodger, one bad puppy. Not just out for himself, but community minded. But he's not the only one out there. Enter the opposition.

Rita: [Sighs]

Dodger: A greedy, ugly, psychotic monster...

Tito: [Gulps]

Dodger: With razor-sharp claws, dripping fangs, and nine lives, all of them hungry. He comes at me, eyes burning. I knew my time had come. Suddenly...

Oliver: [Screeches]

Tito: Gang war! Gang war! Watch out! Here comes a gang war!

Francis: Take cover!

Oliver: [Grunting]

Rita: Well, what is it?

Tito: Hey, man, check it out. [Sniffing] Ay, it's a alien!

Rita: Cool it, guys. It's just a cat.

Tito: ¡Mi madre, un gato!

Francis: Felis domesticus!

Rita: How'd you find this place, cat?

Oliver: I... I... I followed this dog.

Tito: He's lying! He's lying! He's lying! He's lying!

Rita: Shut up, Tito!

Francis: Why would a cat follow a dog?

Einstein: Yeah?

Oliver: I-I just wanted some of the sausages I helped him get.

Tito: He's a spy, man! Come on, let's eat him! You're dead meat, kitty!

Oliver: I-I saw him come down. (spots Dodger on the arm chair) Hey! That's... Hey, that's him! O-Over there.

All: Hmm? (They all see Dodger watching a baseball game on TV.)

Dodger: (noticing Oliver) Hey, kitty. What took you so long?

Rita: Relax, kid. (She winks her eye at Oliver, as Tito, Francis, and Einstein laugh at him.)

Tito: Hey, Dodger, razor-sharp claws?

Francis: Dripping fangs?

Rita: I kind of like those burning eyes.

Dodger: Hey, keep it down, guys. The game's on.

Tito: Oh, boy, Dodger! Top dog has to get help from a cat! [Giggling]

Dodger: Hey, Tito, cool it, man.

Tito: Come on. Let's see this big, bad kitty fight in action.

Dodger: Hey, Tito, look!

(Tito turns his head, allowing Dodger to tackle him, as the two dogs bump into Francis.)

Einstein: Oh, boy! Dog pile! [He lands right on his friends.]

Rita: (disgusted) Oh, what a bunch of overgrown... Oof! (getting hit by Tito and gets angry) All right. That's it. (She leaps into the fray, and all five dogs continue to fight playfully. Oliver is frightened by this and hides in the loot box. The fighting continues until they hear the voice of their master.)

Fagin: All right, knock it off! (Camera pans right to Fagin) Enough! What's the matter with you guys? (The dogs stop fighting.) Don't you understand? Sykes will be here any minute. [Whimpers] (The camera zooms in a box of dog treats that Fagin has in his hand.) And I don't have... (Dodger, Rita, Tito, Francis, and Einstein charge for their master.) No, no, no, no, no!

(The dogs tackle Fagin to the ground, the box of dog treats flying into the air and spilling dog biscuits on the floor. All the dogs paw and slobber Fagin with love.)

Fagin: [Laughing] No, no. Stop it. No. No. No licking. (Einstein licks Fagin with his tongue.) What a joke! All right, settle down. (Before the happy reunion can continue, a car horn is heard honking loudly, meaning only one thing.) Sykes!

(Sykes' pair of dobermans, Roscoe and DeSoto, take the gangplank leading to Fagin's houseboat.)

Fagin: All right, all right. I'm coming! [Whimpering] I'll be right there. You guys, listen: Don't let me down! What do you got? Let's see what you got. (Tito hands Fagin the old wallet from the loot box.) It's worthless! What have you done? Oh, how are we ever going to pay Sykes off with a... a pussycat? (He holds Oliver, as he hears the door being pounded open. Roscoe and DeSoto emerge, growling.) Oh. [Nervous Chuckling] Look who's here, kids. Company, nice doggies. (Fagin brings his hand to pet Roscoe, who attempts to chomp Fagin's hand off but misses.) I was just on my way out. (He leaves to check in with Sykes, leaving his pets at the mercies of Roscoe and DeSoto, chuckling wickedly.)

Roscoe: You guys... miss us?

(Cut to: the Docks)

Fagin: [Stammering] Mr. Sykes. I, uh... (The camera moves around Sykes' impressive Cadillac, with a hood ornament of his two dobermans and the headlights that turn off with a set of visors.) He's gonna kill me. (The door window slides, as Sykes looks at Fagin offscreen.) Hello. Oh, lovely evening. I was just saying this to your two lovely, purebred Dobermans.

Sykes: (brings his hand out) The money, Fagin.

Fagin: (hands him the loot) Actually, I've got something much better than money. Some luxury items that should make a considerable dent in my debt to you. (takes interest in the wax treatment on his boss' car) Oh, my! You waxed your car, didn't you? Did they use the buffer on it, because I can see myself.

Sykes: (disappointed) Oh, boy. Oh, boy. Oh, boy. I don't want your garbage, Fagin! (dumps Fagin's loot into the harbor below)

Fagin: (desperate) Oh, please, Sykes! Oh, please. Oh, please.

Sykes: (dumps his ash tray on Fagin's shoes) I don't think you grasp... the severity of the situation.

Fagin: Oh, no! Oh, no, (grabs onto a rear view mirror) I did grasp it. This is how I grasp. Look. (The mirror breaks off and falls into the harbor.) Accident! Accident! Ooh-hoo-hoo!

Sykes: (grabs Fagin into his car window, angrily) Mr. Fagin!

Fagin: Sorry.

Sykes: Now, I lent you money and I don't see it. Do you know what happens when I don't see my money, Fagin? (He breathes cigar smoke into Fagin's face, causing Fagin to wheeze.) People get hurt. People like you get hurt.

Fagin: [Gasps]

Sykes: (uses a window button to choke Fagin) Do I make myself... clear?!

Fagin: (wheezing) Clear! Perfectly clear!

(Cut to: Fagin's houseboat, interior)

Roscoe: Ya know, Rita, I can't figure out why you'd rather hang around a dump like this when you could be living uptown with a class act like myself. (brings his chin to Rita's face) 

(While Roscoe flirts with Rita, DeSoto is able sniff out Oliver's scent.)

Francis: Isn't it rather dangerous to use one's entire vocabulary in a single sentence?

Tito: [Laughing] Hey, Frankie, get down, brother! (Tito high-fives Francis.) You bad, man.

Roscoe: (threatening) Hey, you got something to say to me, fat boy?

Francis: [Stammering]

Tito: (enraged) Come on, you guys don't scare me! (Einstein holds him back on his tail.) I'll kill you both! Come on, let me at 'em! [Growling]

DeSoto: (continues sniffing)

Roscoe: (chuckles) Go ahead. Let him go.

Einstein: Why don't you pick on someone your own size?

Roscoe: (threatening) Like you, old man?!

Dodger: (eased) Hey, Roscoe. Roscoe, is this us losing our sense of humour?

Roscoe: Nah. I ain't lost my sense of humor! [He destroys the Company's TV set with his feet. Oliver opens and closes his eyes in fear.] See? I find that funny. [Chuckles]

(Cut to: NYC Docks)

Fagin: Oh, please. [Crying] Please. Oh, please!

Sykes: (warning Fagin) Three sunrises. Three sunsets. Three days, Fagin.

Fagin: Three sunrises. Three sunsets. Three days. Three, three, three. (multiples 3 by 3 with his fingers) That's nine. Nine?

Sykes: (correcting) No, Fagin. Three.

Fagin: Three?! Oh, you mean, just three days? Oh, my goodness! [Sobbing] Oh, I'm having a bad day!

[Sykes blares his horn, sending a panicked Fagin falling into the Hudson river with a splash.]

(Cut to: Fagin's houseboat, interior, where Roscoe listens to his boss' car horn.)

DeSoto: Hey, hey, Roscoe! (pulls Oliver out on a newspaper strip) Look what I found.

Roscoe: Forget it, DeSoto. We gotta go.

DeSoto: (ignoring Roscoe) I like cats. I like to eat 'em.

(Oliver slashes DeSoto on the nose with his claws.)

DeSoto: (growls in pain)

(Roscoe rushes to his friend's aid and corners Oliver with DeSoto, both dobermans growling. Dodger leaps in to defend his new friend.)

Roscoe: (growling) Get out of my way, Dodger!

Dodger: (firm) That's enough, Roscoe. (gets backed up by Tito, Rita, Francis, and Einstein)

(As Roscoe and DeSoto glare at them viciously, they hear the sound of Sykes blowing his car horn.)

Rita: Run along, Roscoe. Your master's calling.

(Roscoe recognizes that Rita's right, as he hears the car horn continuing to blare on.)

Roscoe: Come on, DeSoto. (Both Dobermans leave the houseboat.) We ain't finished, Dodger. You guys are gonna pay for this, starting with that cat.

Tito: Oh, yeah? You guys don't scare me! Come on and say it to my face! Come on, come on, come on, come on, come on! (Both Dobermans exit through the door.) Yeah, those creeps'll think twice before hassling us, man. [Chuckles]

Dodger: (to Oliver) All right, kid. What'd I tell you guys? OI' Dodge can really pick 'em, huh?

(A soaking wet Fagin comes back inside the houseboat, shutting the door behind him.)

Fagin: (depressed) Ooh, three days. [Whimpers and then sighs] How am I ever gonna come up with all that money? (He whimpers as the Company looks at him with worried looks on their faces.) What's the use? I'll never get out from under that maniac. [Sighs] My days are numbered..and the number is three. It's hopeless.(Einstein hands Fagin a dog biscuit with his teeth. Fagin slowly chews on the biscuit and swallows it.) Thanks, guys. [Laughing] That reminds me. I saw DeSoto's nose. Who did that? (looks at Oliver) You? You. [Laughing] That took a lot of guts.

Oliver: [Purring]

Fagin: (cont.) We've never had a cat in the gang before. We can use all the help we can get. [Groaning, Fagin stretches his arms and cracking neck.] Ahhh. All right. Time for bed. We've got a big day tomorrow. (Einstein hands Fagin a chapter book.)

Dogs: [Whining]

Fagin: Aww, no. [Changes his mind, chuckling] Oh, all right. But, just one chapter tonight. (flips through the pages) Umm, let's see. [Muttering] Here we are. Here we are. Chapter seven. [Clears Throat] "Sparky stopped and he rolled in a field of wildflowers. The dandelions tickled his nose... 'til he laughed out loud. [Heavy Panting] And then, something caught his eye. It was Bumper the rabbit. Sparky jumped to his feet... and ran toward Bumper, barking loudly." [Weakly] Woof. Woof. Well, you try it sometime. [Clears Throat] Ruff! R-Ruff! Well, that's because you're a dog. "Sparky knew that Bumper would run and that he could chase him over the field. But Sparky would never catch him or hurt him... because Sparky was not that kind of a dog." [Falls asleep, snoring]

Oliver: [Purring next to Dodger]

(The camera pans up from the houseboat to the New York skyline, where night changes into the next morning. Cut to: New York City streets, where Fagin is driving through the city on his motor scooter with the Company and Oliver on board.)

Fagin: This is the big one. We've got two days to do or die. [Honking] Dodger, you keep an eye on the new kid. (Dodger gives Oliver a noogie.) Show him the ropes. I don't wanna put any undue pressure on you, but... as you march off to do your duty, I want you to keep one thing in mind: [Crash] Dead men do not buy dog food! So, big smiles and get out there... and fetch!

(Fagin speeds off to do some pickpocketing work, leaving his pets in the dust.)

Dodger: If Mr Sykes don't see some cold, hard cash soon, we are Doberman chow. Come on. (He leads the gang to Columbus Avenue.) We'll start on Columbus Avenue.

Oliver: What kind of work do we do anyway?

Tito: Investment banking, man. [Grunts] Didn't you read about us in the Wall Street Journal?

Oliver: Really?

Francis: Yes. Captains of Industry.

Oliver: Gosh! Can I be one too?

Dodger: Hey. When you got your pals, you got all ya need.

Rita: Okay, Dodge. (to Oliver) We gotta clean you up, child, and give you some on-the-job training. (begins singing)

Ooo, yeah!

Now, listen up!

You got a lot to learn.

And if you don't learn,

you don't eat!

Oliver: [Yelps]

Rita: (singing) But if you're tough,

and always use your head,

You'll be right at home,

on the street.

When you got talent,

everything is free.

Watch how we do things

Ooo, I guarantee.

You're gonna see how

the best survive.

We make an art out

of staying alive.

If you do just as you're told,

These are streets of gold.

Every boulevard is a miracle mile.

You'll take the town,

and you'll take it with style.

Street Dog: [Growling]

Company: [Growling]

Rita: (singing) If you play it brave and bold...

Street Dog [Yelping]

Rita: (singing) These are streets of gold!

Oliver: [Yapping]

All: [Laughing]

[All Grunting]

Dodger: Hello? What have we here?

Tito: All right! A chauffeur shuffle!

Dodger: Listen up. Einstein, gimme a fender bender at two lights.

Einstein: Yeah.

Dodger: Tito. You're in charge of electronics. (Tito jumps up and down.) Rita and I'll work the crowd. Francis...

Francis: I know. My public awaits.

Oliver: Hey, but what about me? What do I do?

Dodger: You help Tito.

Tito: (happily) All right! Come on, gato. Uncle Tito will show you how it's done.

Dodger: Ready? Go!

(The Company splits up to put the plan in action.)

(Cut to: interior of limo)

Jenny Foxworth: Winston, listen to this. (reads letter) "After a little sightseeing, we left Paris by car for the con, confer..."

Winston: (helping her) Conference, Jennifer.

Jenny Foxworth: Oh, yes. "Conference Rome on Wednesday." (becomes saddened as she continues reading) Jenny, I'm afraid your father and I won't be able to make it."

Winston: Is there anything wrong, Jenny? Are your parents all right?

Jenny Foxworth: They're staying longer.

Winston: (promising Jenny) Oh, don't worry. I-I'm sure they'll be home for your birthday.

Jenny Foxworth: No.

Winston: [Sighs]

(Out on the street, Einstein runs into traffic and slams his head on the limo door.)

Jenny Foxworth: (startled) What was that?

Winston: I, I don't know. But, but now, don't be alarmed. [honks horn by mistake ] I'll be right back.

Einstein: (dizzily) Run, Sparky. Go find Bumper.

(Einstein leaves, and Francis takes his place in front of the limo's grill. He clears his throat and starts playing dead with his tongue sticking out.)

Winston: (worried) Why me? Today of all days.

Tito: (fascinated) Hey, check it out, man. Beep, beep. [Chuckles] Hey, forget Fagin, man. Let's take this baby to Atlantic City.

Winston: What have I done? Poor thing.

Woman: You oughta be ashamed of yourself!

Winston: I'm sure he's just fine.

Woman: Harming that poor...

Winston: Probably just a little stunned. Run along, little fellow. Go on, now. Shoo.

Francis: [Moaning]

Oliver: Hey, Tito. What can I do?

Tito: Well, uh... Why don't you be a lookout, man. Yeah, that's it. Be a lookout.

Oliver: Okay. What is a lookout?

Tito: Aye! Look, just look out the window. Make sure it's still daylight, okay? [Grunting]

[The window slides down, about to reveal Jenny.]

Oliver: (nervous) Hey. Hey, Tito. Tito, there's somethin' back there.

Tito: (ignoring Oliver) Hey, stop hasslin' me, man. I only got one more wire, okay? [Grunting]

Oliver: But... B-But... [He steps on the ignition, electrocuting Tito.]

Tito: [Screaming]

(The car lights flash repeatedly, and the windshield wipers glide against the windshield, surprising the crowd and Winston.)

Winston: (confused) What's going on here?

(Tito ricochets out of the limo and into a set of trashcans. The electricity shocking Tito travels up a streetlight and shocks its bulb, which falls out of its socket and lands on Einstein's head, shattering in pieces. Einstein regains consciousness.)

Dodger: (to the Company) Let's get outta here! (They run off, followed by Francis, who stops playing dead, licks Winston's face, and runs off to rejoin the group.)

(Cut to: Driver's seat)

Jenny Foxworth: (meeting Oliver) Oh, you poor kitty. Here. Let me help you. (She untangles Oliver from the wires.)

Winston: [Panting] Jenny... are you all right?

Rita: Where's the kid?

Tito: [Coughing] He must still be in the car, man!

(The limo drives off.)

Rita: (worried) Oh, that poor little kid.

Dodger: (disappointed) You were supposed to keep an eye on him, Tito!

Tito: [Coughing] Yeah. Well, it's hard to watch anything... (coughs) when you're getting barbecued, man.

Rita: What are we gonna do, Dodge?

Dodger: (to Tito) Tito, come with me. (to the rest) The rest of you... Get back to Fagin.

(Dodger and Tito chase after the limo by hopping across various cars, Meanwhile, Jenny and Winston have arrived back at their house for the day. Jenny brings Oliver inside with her.)

Winston: Now, really, Jenny. We can't just take in a stray off the street.

(Dodger and Tito make it to the front steps, but Dodger holds Tito back to avoid being caught.)

Jenny Foxworth: But look at the poor thing, Winston, he's half starved.

Winston: [Grunting] Ah. I know you're growing attached to the little fellow, but do try to understand.Your parents left me responsible for you. (He takes off his sport coat.)

Jenny Foxworth: They won't mind. Really. (to Oliver) Don't worry, kitty. I'll take care of you.

Winston: Georgette is not going to like this.

(Cut to: Georgette's room: darkened interior)

Winston: Rise and shine, Georgette. (flicks a switch) Your public awaits.

(A curtain rises around a pillar, decorated with poodle statues and a staircase that leads to Georgette's revolving bed.)

Georgette: [Yawning]

(Georgette gets out of bed in her bed robe and crawls down the stairs to her bedroom mirror, which lights up automatically. She gasps at the bangs in her eyes and the curlers in her hair.)

Georgette: (sings) Girl, we've got work to do,

(She dabs her paw in eyeshadow paint and puts it on her left eyelid.)

Pass me the paint and glue.

Perfect isn't easy,

(She shakes her hair which throws off the curlers and retracts in its groomed formation with a pink bow on her head.)

But... it's... me.

When one knows the world is watching,

One does what one must.

(Georgette dabs her ears in powder and pats the powder around her head, to which the powder turns into a heart-shaped cloud, followed by smaller ones, as Georgette massages her blue fur coating like a woman's pair of breasts.)

Some minor adjustments, darling,

Not for my vanity,

but for humanity,

(Georgette walks away from the mirror and poses in front of the fireplace.)

Each little step a pose,

See how the breeding shows, (Ugh!)

(One of her trophies is then shown, as Georgette does another pose.)

Sometimes it's too much for even me!

(She then flops on her pillow surrounded by pictures of her fans, two of them being Ratigan from "The Great Mouse Detective" and Scooby-Doo, and a large massive portrait of herself hanging on the wall.)

But when all the world says "Yes",

Then, who am I to say "no"?

(Georgette kisses one of the pictures and throws it away.)

Don't ask a mutt to strut like a showgirl,

No, girl, ya need a pro!

(She struts and then bounces off her pillow, sliding behind a curtain, and shows off her face. A flock of bluebirds flutter around the window that Georgette bursts open.)

Not a flea or a flaw!

Take a peek at that paw!

(The birds make a formation around her head and break away individually.)


Perfection becomes me, ne c'est pas?

(The birds fly to her closet, bringing her a leopard-skin dress, a pink scarf, and a green spring hat, while Georgette goes behind a scrim.)

Unrivalled, unruffled, I'm beauty unleashed!


(She shows off from behind the scrim, while the birds literally drop their beaks and go heart-throbbed over Georgette.)

Jaws drop,

Hearts stop,

So classic and classy,

We're not talkin' Lassie!

(The birds then fly to the curtains and pull them up, and Georgette busts out in her dress. Her pink scarf unfurls with the wind.)

And... Aaaahh!

(Her aria attracts a squirrel, a dog who has chased a cat up a tree, and the rest of the neighborhood dogs to her backyard.)




Dogs: [Howling]

(One of the birds grabs a flower for Georgette, and another grabs the squirrel's tail as a shawl. The squirrel then grabs his tail and motions for the bird to back off.)

[Georgette Barking]

(A small dog climbs on a pyramid of dogs and looks at Georgette.)

Though many covet my bone and bowl,

They're barkin' up the wrong tree!

(Georgette struts along the balcony, as a flower comes loose.)

You pretty pups all over the city,

(The small dog jumps off the first dog on the pyramid, catches the loose flower in his teeth, and lands back on the backyard, knocking over the pyramid.)

I have your hearts, and you have my pity,

(Georgette leaps back inside her bedroom and in front of the door, followed by the birds.)

Pretty is nice, but still it's just pretty!

(Georgette and the birds back up single file, as Georgette heads down the stairs.)

Perfect, my dears... Is me!

(The birds catch up with her and do a kick-line formation, as Georgette side-steps down the stairs. The camera pulls away from the group and focuses on the foyer and glass chandelier, until it zooms in on Georgette's face, as the birds fly off.)


(Cut to: Kitchen, where Oliver gets a drop of cookie batter on his nose.)

Jenny: (cooking a treat for Oliver) Wait 'til you taste this. It's a secret recipe I just invented.

[Dishes are then clattering, as the phone rings, catching Winston's attention]

Winston: What on earth... (He notices the mess Jenny has made and Jenny setting a handful of bowls on the counter.) My goodness! Jenny! Don't you think a tin of kitty chow would have sufficed?

Jenny: Nonsense. He'll love this.

Winston: Now, young lady, I really think we should've waited until your parents... [steps on an egg, cracking it and gritting his teeth] Eeew! [Phone Ringing] Oh, bother! (Winston leaves to answer the phone.)

Jenny: (putting on a French accent) And for ze kitty, the house specialty, Oeufs a la Jenny avec Cocoa Krispies. [Phone Ringing] 

Oliver: Mmm.

Winston: (offscreen) Jenny, it's your parents!

Jenny: Yeah! Wait 'til I tell 'em!

Winston: (to Jenny's father on the phone) Oh, yes, sir. I do assure you everything is absolutely hunky... (notices Georgette walking up) Georgette, I wouldn't go in there if I were you. (to Mr. Foxworth) Uh, everything's fine here.

Jenny: They're gonna be so excited.

Winston: Here she is now.

Georgette: [Gasps] A cat! What is the meaning of this? Bark, bark! Winston! Bark, bark, bark! [Seething] I guess I'll have to handle this myself. (brings her head to meet Oliver) Hello.

Oliver: Hello.

Georgette: I, um, hope you won't think me rude, but do you happen to know... out of whose bowl you're eating?

Oliver: Yours?

Georgette: Oooh. Aren't you a clever kitty? And do you have any idea whose home this is?

Oliver: I... thought it was Jenny's.

Georgette: Well, it may be Jenny's house, but everything from the doorknobs down IS MINE!

Jenny: Oh, Georgette. I see you've met Oliver. Isn't he cute? I've got great news. Mom and Dad just said I could keep him. I'm sure you two are gonna be the best of friends.

Georgette: [chuckling wickedly]

(Shift to: Pawn shop, exterior, where Dodger and Tito catch up with Francis, Einstein, and Rita.)

Man On TV: Now for $200...

Rita: Where's the kid?

Dodger: We tailed him all the way up the Park. [Panting] We never had a chance.

Tito: You should see this place, man. There's gotta be, maybe... two hundred people livin' there.

Rita: You guys, we can't let the kid take the heat for us.

Tito: Yeah, man. If we don't get him, they're gonna torture that kid.

Francis: What in Heaven's name are we waiting for?

Einstein: But what about Fagin?

(Pan to window of Pawn shop, where Fagin is showing off an old pocket watch to the store owner. It falls apart, causing Fagin to grin with embarrassment.)

Francis: Alas, our beleaguered benefactor bearing the brunt of our futile endeavours.

Tito: Gimme a break! Speak English, Frankie!

Francis: (escalating anger) Francis, Francis, (snaps) Francis!

Dodger: (steps in between the two) Cool it! (Tito blows a raspberry in front of Einstein. Dodger glares at Tito, who minds his own business.) Now we got work to do. First, we'll spring the kid. Then, we'll take care of the old man. All right?

Tito: Yeah! That's right, man! He's family! He's blood!

Francis: Here, here!

Dodger: Okay, troops. Our mission begins at daybreak. Einstein, go up to the door. Francis, you're our...

(Shift to: Living room at Jenny's house)

(Jenny gets ready to practice her piano techniques, as she places a set of music notes on the music stand. Oliver jumps on the piano.)

Jenny: [Giggles]

Winston: (wisely, offscreen) Oh, Jennifer, I don't hear any practising.

Jenny: All right, Winston. (to Oliver) I gotta practise now, kitty. [Playing Scales]

Oliver: [Hits a Discordant Note]

Jenny: Ooh, you wanna practise too. (sings) You and me together,

Will be forever, you'll see.

We two can be good company.

You and me, yes, together we two...

Georgette: Hmph!

Jenny: (sings) Together. That's you.

Forever with me.

We'll always be good company.

You and me, yes, together we'll be.

[The camera pans up as we hear birds twittering from a tree.]

[Jenny, Oliver, and Winston are now exploring Central Park. First, Oliver and Jenny take a rowboat ride on the park's lake. Next, Jenny taps a stick on the fence, causing an elderly couple to look at her. Jenny stops what she's doing and curtsies to the couple with respect. Oliver bows to the couple likewise, causing the couple to smile and leave. Next, Jenny and Oliver get free ice cream cones and have them at a water fountain, while Winston manages to read a book and eat his own ice cream cone at the same time. Next, Jenny and Oliver take a carriage ride throughout the park. Oliver leaps to catch a bird feather on the driver's top hat, but he taps the top hat by mistake and rushes back to his owner, with the driver smiling at them. Soon, Jenny and Oliver are at a jewelry store, where Oliver gets a collar and license, a food bowl, and his true name. He leaps onto Jenny, licking her face. The camera then shifts to the NYC skyline at night and pans down to Jenny's bedroom.]

Jenny: (sings) You and me together,

will be forever, you'll see.

We'll always be good company.

You and me, Just wait and see.

(speaks) Good night, Oliver.

(The camera pans right to Winston, who lovingly turns off the light and shuts the door.)

(Fade to: Jenny's house. Exterior. Morning, where a school bus is parked outside Jenny's house.)

Jenny: (leaving for school) Bye, Winston. Goodbye, Oliver. (She hops on the school bus.)

Girl: Hi, Jenny. Sit over here.

(As soon as the bus leaves, the Company peeks out of the bushes.)

Dodger: All right, listen up. We checked it out. All we gotta do is...

[They hear Winston pounding a rolling pin in his hands.]

Tito: (worried) Oh, man! He's dead meat now!

Francis: (determined) I'll handle that ruffian.

Winston: (watching live wrestling on TV) Body slam! Body slam! Oh, come on, you fool! Hit him! Hit him! (hears the doorbell) Oh, bother.

(Einstein presses his nose on the doorbell.)

Dodger: Einy, get outta there!

Einstein: "Huh?" (He then hides for cover from Winston, who opens the door.)

Winston: Huh? Yes? Who is it? (He sees Francis laying on the doorstep and playing dead from yesterday.)

Francis: [Moaning]

Winston: Oh, my. (He notices it's Francis from yesterday as Francis licks his face.) You! (Francis tugs on Winston's apron.) I'll show you, you, you... (As he chases Francis down the sidewalk, the rest of the Compan hustles inside the house.) Come back here! (The door closes behind them.) What... [The door opens, allowing Francis inside, and then closes again. Winston scratches his head in confusion.]

(Cut to: Jenny's house. Foyer)

Tito: (interested) ¡Miralo this place! Check it out!

Francis: [gasps, noticing the wall paintings] Chagall. Matisse. These are all masterpieces. (wags his tail)

Rita: (interested) Huh, this place looks pretty nice. I mean, how bad off could it be here?

Tito: [sniffing a cigar] Hey, man, if this is torture, chain me to the wall.

Dodger: Tito! (Winston rattles the door handle.) We're here for the kid, remember? Now, let's get him and go.

(As Dodger and the gang sniff around for Oliver's scent, Georgette is sitting upstairs in her bedroom.)

Georgette: (mimicking Jenny) "I love you, Oliver. Play with Georgette." (fuming) I'd like to play with him, all right! (puts on her perfume) The little fur ball! Oooh. (She notices Dodger standing next to her and screams.) Who are you?! What do you want?! Winston! (She barks for Winston's attention, as the mirror rocks back and forth under her weight.)

Dodger: Whoa, whoa, whoa. Calm down. (The mirror crashes on the floor.)

(At the same time, Winston crawls through the window leading to the kitchen.) 

Winston: [Grunting] Oooh!

(He lands on the counter, knocking over pots and pans, and sees the Company's footprints all over the kitchen floor.)

Georgette: (pleading) Don't come any closer! I knew this would happen one day.

Dodger: (reassuring Georgette) You're barkin' up the wrong tree. It's not you I'm after.

Georgette: (calms down) It's not? It's not?! Well, why not? What's the problem, Spot? Not good enough for you? I mean, do you even know who I am? (shows Dodger her ribbon and trophy collection) Fifty-six blue ribbons. Fourteen regional trophies. (shouts in Dodger's face) Six-time national champion!

Dodger: Ooh, and we're all very impressed. Right, guys? Very impressed.

(Rita, Tito, Francis, and Einstein then arrive.)

Tito: [Panting]

Georgette: Oh!

Tito: [Kissing] Allow me to introduce myself: I am Ignacio Alonzo Julio Frederico de Tito.

Georgette: Get away from me, you little bug-eyed creep! Winston!

Tito: [Sighs]

Rita: (looking at a picture of one of Georgette's fans) Excuse me, uh, sister. Who's Rex?

Georgette: None of your business! (Francis is eating Georgette's bon bons on her bed, when Georgette angrily glares at him.) And you, tubby, off the bed!

Einstein: [Sniffing]

Georgette: Get away from there, you...

Einstein: [Sneezes]

Georgette: (losing patience) All right! That does it! You yo-yos clear out, and I mean now! Winston! Bark! Bark!

Dodger: Relax, champ. We'll leave as soon as we get our cat.

Georgette: If you think I'm intimidated by a bunch of flea-bitten, dog-pound rejects... (stops) Your cat? [Giggles] How stupid of me. You must be the friends he keeps talking about.Yes.

Winston: (offscreen) Georgette. (He heads to her room, armed with a rolling pin.) Something's not quite right here.

(He opens the door to see Georgette leaning up from her bed and grinning like nothing's happened. Unknown to Winston, Rita and Dodger act as poodle statues, while Francis and Einstein are hiding under the covers. Winston, confused, leaves the room and shuts the door, which Tito is hanging from by his headband.)

Georgette: (after Winston leaves) Shh. Quick. Before he comes back. Follow me.

(Cut to: Jenny's Bedroom. Oliver is sleeping on her bed like an angel.)

Rita: (having a change of heart) Look at him, Dodger. I mean, let's just forget the whole thing.

Georgette: (hastily) No, no, you can't do that! You don't understand. The poor dear's so traumatized.

Winston: Georgette?

Georgette: Huh? What? (She uses her teeth and flings Oliver into a pillowcase which is held in place by Francis and Einstein.)

Winston: What is going on here?

Georgette: (to the company) Now, get going. Hurry. Use the fire escape.

(The Company flees the bedroom with Oliver in their paws.)

Oliver: [Muffled Shouts]

[Francis Grunting]

Tito: (turns to Georgette) There's no time for long goodbyes, but, uh, here's something to remember me by, baby. (Dodger stops and looks at the window above. Tito is then heard kissing Georgette, who smacks out of retaliation. Tito yelps and falls down the steps, groaning.] Ooo, I think she likes me, man! (sings, following Dodger's lead back to the docks) Ooh, I could've danced all night! I could've danced all night!

(Cut to: Fagin's houseboat. Late afternoon)

Francis: You were very good.

Oliver: What?

Francis: Nice job, Dodger.

Oliver: Hey, wait. What's goin' on, you guys?

Dodger: Just the rescue of the century. You should've seen Frankie handle that butler.

Oliver: (confused) Rescue?

Francis: [Howling] I was rather good, wasn't I?

Dodger: And how about Tito and Miss Six-Time National Champion?

Oliver: Hey, hey, but, wait. I-I-I don't understand you guys.

Dodger: You okay, kid?

Oliver: Yeah, I'm fine.

Tito: Hey, sure he is! He's back with his Uncle Tito!

Oliver: I was happy there. Why did you guys take me away?

Einstein: (kindly) We rescued you, kitty. We, we brought you home.

Oliver: (sadly) But... Well, I, I have another home now. And someone who loves me.

Dodger: What do you mean, kid? You're in the gang.

Oliver: But, but...

Dodger: The gang means family. We risked a lot to get you outta there.

Oliver: Look, I'm sorry, but all I ever wanted was...

Dodger: (upset) What? This place is not good enough for you any more? Don't wanna mix with the riffraff?

Oliver: (trying to get him and the Company to understand) No, no. I like you. I mean, I like... I like every one of you, but... But there was a little girl... I just wanna go back.

Rita: [sighs, knowing that Oliver is right] We never should've took him, Dodger.

Oliver: Dodger, please...

Dodger: (upset) You wanna leave? Fine! There's the door.

Einstein: But, he just got here.

Dodger: (cont.) Go on. No one's stoppin' ya.

Tito: (nervous) Hey, uh, Dodger, man, uh, lighten up.

Dodger: (snaps) You lighten up! If he doesn't like it, let him go.

(Oliver sadly takes one last look at the company and at Dodger, who refuses to see him leave. Then, Oliver climbs up the stairs until Fagin comes in.)

Fagin: (picks up Oliver) Oh, it's hopeless. [moans & yawns] [He picks up Oliver, whimpering, and his name tag keeps rattling.] What's this? (looks at Oliver's name tag) So that's where you've been! Looks like you're doing all right for yourself, Oliver. Your owner probably spends more money on catnip... than we do on food in a month. He's probably worried sick about you. All alone in that big house with only his money to comfort him. Only his millions and millions of dollars to... [giggling, realizing something big] That's it! We're saved! [Laughing] Oh-ho-ho. What a plan! Ah, yes! Uh, paper! Paper! Whoo, it's so great. [Fagin fetches a piece of paper and a pencil and goes to the ironing board to write down the note, grunting.] "Dear, Mister Rich..." Aah. Mister Very Rich... [chortling, the ironing board lowering to the floor.]

Children: Bye, Jenny!

Jenny: Oliver! Oliver? Oliver!

(Georgette is watching TV and snacking on Bon-Bons in the living room.)

Aerobics Instructor: Feel it. That's it. Very good.

Jenny: Oliver! Oliver!

Aerobics Instructor: (cont.) Two, four, five, six, seven, eight. Oh, you love it!

Jenny: (looking under a bed) Oliver, I'm home. That's funny. (to Georgette) Georgette, help me find Oliver. Oliver! Oliver!

Georgette: (watches Jenny look for Oliver) Oh, where could he be?

Jenny: Oliver?

Georgette: He's not here.

Jenny: Where is he? Here, kitty, kitty, kitty, kitty. (sees a letter in the mail slot) Hmm. (reads it) "Dear Mister Very Rich Cat-owner Person."

(Georgette pretends to look for Oliver by getting rid of his food dish.)

Georgette: [Humming] Whoops!

Jenny: (continues reading) "And if you don't bring the money, you'll never see your cat again." Oh, no. Georgette, something terrible has happened. They've kidnapped Oliver.

Georgette: [snickering]

Jenny: (thinking Georgette is crying) Oh, Georgette, you loved him too. Don't worry. We're going to get him back.

Georgette: [Gasps]

(Cut to: Sykes' Warehouse. Evening)

Fagin: (rehearsing) This is an airtight plan, Sykes. Sweet and simple. I ransom the kitty, and you get paid in full tomorrow. I'll even toss in a little extra for your patience. [Guffawing] Whaddya say? It's my final offer. Take it or leave it. [Presses the buzzer]

Sykes' Voice: Yeah, who is it?

Fagin: Oh...

[He catches Fagin's sight on the camera]

Sykes: (over intercom) Fagin, it's you! Why didn't you say so?

Fagin: [Nervous Chuckling] Oh! Good question. But listen... if you're busy, we can drop by some other time.

Sykes: (over intercom) Don't be silly. Just push the door. (The door buzzes, prompting Fagin to pull on it as he grunt.) I said, push!

Fagin: Ooh! (He is sent flying through the door as it opens. Fagin and Dodger board an elevator that takes them down to the lower floor. At the same time, Sykes is on the phone with an unformentioned henchman of his.)

Sykes: (on the phone) What do you mean? You start with the knuckles. (The door opens, as Fagin and Dodger walk in.) Ahh, Fagin. Do come in. I'll be right with you. (He resumes speaking on the phone, as Oliver, hidden in his pocket, looks at the office. Roscoe and DeSoto stand between their master's desk.) Yeah. No, you don't kill 'im yet. Huh? (Fagin sees a model of Sykes' Cadillac and plays with it.) Yeah. And then, what's-what's the last thing you do? You put on the cement shoes. (laughing raspy) Yeah. Yeah, yeah, that's right. (Fagin breaks off the rear view mirror of the model and struggles to put it back on.) Come on. Hey, don't worry about it. [The rear view mirror clinks on the floor, as Sykes hangs up the phone, and Fagin stares at him.] So, Fagin. Did we bring something green and wrinkly to make me happy? (leaning back)

Fagin: (stuttering) Sykes, I've got an airtight k-kitty... plan... plan! It's sweet and simple... the plan.

Sykes: (impatiently) Oh, boy, oh, boy, oh, boy.

Fagin: Let's just take this from the top.

[Roscoe and DeSoto growl at him.]

Sykes: (impatiently) What... What am I gonna do with you, Fagin?

Fagin: I've got this kitty, you see...

Sykes: Fagin...

Fagin: [Stammering]

Sykes: You don't got the money. [Snaps]

(Roscoe and DeSoto attack Fagin.)

Fagin: Oh, no! Oh, no!

Roscoe and DeSoto: [Snarling]

Fagin: Oh... No, no, no! (Dodger leaps in to save Fagin and attacks Roscoe and DeSoto, but he takes several hits and blows from the two Dobermans.) Stop! Please, Sykes, please! (Sykes only tinkers around with his model ship, ignoring him.) Sykes, I'm getting your money tonight! It's coming tonight! Please. It's from a rich cat... I mean, a cat from a rich family's paying... Ow! (The fighting continues.) They're coming tonight with the money I owe you, uh, to get the cat back!

Sykes: [Snaps]

Dodger: [Whimpers]

[Sykes Grunts]

Sykes: Hey, I think there's hope for you yet.

Fagin: Oh-ho!

Sykes: I'm proud of ya, Fagin. (looks at Oliver's name tag) Yeah, you're startin' to think big. You've got 12 hours.  (Fagin observes Dodger's wounds and glares at Sykes, hurt.) And, Fagin? [Lighter Clicking] This is your last chance. [Clicks] (The scene fades out.)

(Fade in to: section of NYC docks. Jenny and Georgette wander aimlessly through the area.)

Jenny: (reading directions) "Turn left... right when you get to the big propeller." Oh, Georgette, I can't read this. It says... No, that... No, that's not right. It's left. (helplessly) Oh, Georgette, where are we?

Georgette: [Wheezing, exhaustedly]

[Insect Buzzing]

Jenny: I think we're lost.

Georgette: [Yelping]

Jenny: Stick close, Georgette. It's creepy down here.

[Foghorn Blowing] [The camera pans diagonally downward right from Jenny and Georgette to Fagin and his dogs waiting for Jenny to show up.]

Fagin: He's late. I drew a perfectly good map. (checks his watches) Well, there was a few smudges on it, okay. I went outside the line with the green crayon... but not that much.

(Dodger limps his way to rejoin with the gang.)

Rita: (sadly) Oh, Dodge.

Fagin: A child could read that map.

Dodger: Hey, Rita, they never laid a paw on me.

Fagin: Ooh, wait. What if he comes, and he's huge and mean?

Jenny: Excuse me, sir.

Fagin: [Yelping] It's the F.B.I.! I didn't do it! I didn't do it! I was framed! Oh-ho-ho! Whaa... [Groans & wheezes before noticing it's Jenny] Listen, little girl, this is a tough neighborhood. You'd better go home.

Tito: [Kissing Sounds]

Georgette: Ugh!

Jenny: I can't. I'm lost.

Fagin: Aw, gee. Lost. Well, I'd help you, but I'm kind of busy right now. What're you doin' down here anyway?

Jenny: I came to find my kitty.

Fagin: (shocked) Your kitty?

Jenny: Somebody stole 'im.

Fagin: But-But, uh, are you sure? Maybe you made a m-m-mistake.

(Sykes and his Dobermans are watching from their limousine nearby.)

Jenny: No. No, somebody stole him and sent me this note.

Rosco and DeSoto: [Growling Lowly]

Sykes: [Exhales] Easy, boys.

Jenny: (cont.) See? Now I'm lost. Look, I even brought this to get him back. [She shows her piggy bank to Fagin, the coins rattling inside.]

Fagin: Oh-ho-ho-ho-hoo! You brought a piggy bank.

Jenny: That's all I have.

Fagin: (disappointed) That's awful.

Jenny: I know, and what kind of a person would steal a poor, little kitty?

Fagin: But I... I mean, maybe he... maybe he was up against the wall; at the end of his rope.

Jenny: [Sobbing]

Fagin: He must have been a poor, desperate man.

Jenny: (desperate) It's still wrong! I'm so scared. I don't know what to do. [gasps] I don't know what to do.

Fagin: (groaning) Neither do I!

(Jenny breaks down in tears, as Fagin walks to a darkened area of the dock to think it over, his left foot being wrapped around an anchor rope and his right foot stuck in a bucket. He takes another look at Jenny, while Georgette feels remorseful for giving Oliver back to the Company out of selfishness. Fagin looks at Oliver, who climbs on his shoulder to look at Jenny, but is held back by Fagin. Oliver stares at Fagin with sadness. Fagin, groaning and caressing his forehead and neck while peeling off his hat. Jenny and Georgette start to leave, until Fagin comes up with an idea of pretending to find Oliver in order to impress Jenny. First, he tosses Oliver in a box.)

Oliver: [Meows]

Fagin: [Gasp] Hey! Guess what. (Jenny looks at him.) I found a little, lost kitten. [Chuckling] I don't know; take a look. Maybe he's yours. (gives Oliver back to Jenny)

Jenny: (overjoyed) Oliver! Oliver! Oh, my Oliver!

(Fagin smiles at the happy reunion, until he hears Sykes' car starting.)

Fagin: [Gasps] Sykes. (Sykes' limo charges forward.) Sykes! I was gonna... Yaaah! (gets tangled in the anchor rope as the bucket lands on his head) Hey! Hey, wait! What're you doing?

Jenny: Let go! [Screams]

(Oliver gets tossed out the window.)

Fagin: No! No, wait! You can't do this!

[Dodger Barks]

Sykes: (chokes Fagin with the bucket) Keep your mouth shut. Consider our account closed.

Fagin: Stop! Stop! Time out! (yells indistinctly)

(The Company catches up to Oliver.)

Oliver: What happened?

Dodger: You okay, kid?

Oliver: Jenny... He took Jenny!

Dodger: Don't worry. We'll get her back.

Oliver: You... You will?

Dodger: Hey. "Absitively," kid.

Tito: Come on, man, let's go! Come on! Let's get 'im, man!

Dodger: All right... let's do it!

[All Barking and rushing for Sykes' warehouse]

Fagin: Wait! Come back! Stay. Sit. Wa-Wait! [Engine Cranking, Sputtering] Come back!

Tito: Oh, man. It don't look good.

Francis: It's all locked up, Dodger.

Dodger: All right. There's gotta be some way in. Yeah. Francis.

(Cut to: Sykes' office, interior)

Jenny: [Whimpering]

Sykes: Now, don't cry, little girl. They only eat when I tell them to. [Chuckles]

(Cut to: Sykes' Warehouse, exterior side)

Dodger: Francis, you all set?

Francis: Farewell, Dulcinea.

All: Francis!

Francis: Peasants.

Dodger: Maestro? (Tito performs a drum roll on a trash can lid using his tail.] Ready, kid?

Oliver: Yeah!

Dodger: Go!

(Francis gives a salute and does a cannonball on one end of the plank, catapulting Oliver right inside the building.)

Oliver: Oof!

Sykes: (hears the glass shattering) Roscoe. DeSoto.

Roscoe & DeSoto: [Both Snarling]

(Oliver looks for a way in, until he hears the Dobermans coming their way.)

Roscoe & DeSoto: [Growling]

(Oliver gasps and finds a good hiding place to get away from them.)

DeSoto: [Sniffing, Growling]

Roscoe: Come on, DeSoto.

(As soon as the coast is clear, Oliver finds a bottom window and opens it to let to the Company and Georgette in.)

Tito: (reminding the guys) Hey, hey, hey! There is a lady present.

Georgette: (impressed) Well, it's nice to see that one of you has some manners.

Tito: (lovestruck) After you, my little croissant.

Francis: (deadpan) Good grief.

(Cut to: Sykes' warehouse, interior, where Oliver, the Company, and Georgette are looking for Jenny on a flight of stairs.)

Dodger: [Whispering] And remember, quiet.

[Georgette Yelps]

Roscoe & DeSoto: [Both Snarling]

Georgette: Oh! I broke a nail.

Francis: Oh, balderdash.

Tito: (angered) What'd you call my woman, man?

Dodger: Freeze!

[Security Camera Whirring]

Dodger: Yo, Tito.

Tito: Right. I'll check it out.

[Electrical Crackling]

Tito: (getting electrocuted) Uuhrr!

(Cut to: Sykes' office, security monitors. One of the monitors focusing on the gang blacks out.)

Sykes: [Chuckling] Yeah. Oh, that's funny, Mr Winston. But I don't think you really appreciate the situation. Somebody could get hurt. Just get the old man on the phone and tell him it's about his daughter... Jenny.

(Jenny sees Oliver and the gang on the TV screen and feels relieved.)

Dodger: OK, listen up. Tito, Francis, I want you... [Fades To Whisper]

DeSoto: [Sniffs] You smell that?

Roscoe: [Sniffs] Yeah. Heh-heh! It's party time. [Growls]


Sykes: What the... (sees a pizza guy at the door) Didn't order any pizza. (cocks handgun)

(Tito, Francis, and Einstein are actually posing as the pizza man to distract Sykes.)

Tito: Go, go, go, go, go, go, go, go!

Sykes: (impatiently) Where are those dogs?

Oliver: [Meowing]

Jenny: Oh, Oliver! I thought I'd never see you again.

[Tito, Francis Shouting]

Roscoe & DeSoto: [Snarling, Chuckling]

Francis: (nervously) Ahem... gentlemen.

Roscoe: What's the occasion? Come to rescue your little friend?

DeSoto: Say goodbye, Francis.

Georgette: Oh, boys! (drops a tarpaulin cover on Roscoe & DeSoto) Whoopsy-daisy!

Tito: (raising his paw) All right! What a woman!

(All four dogs make it back to Sykes' office.)

Dodger: Francis, you keep an eye on the monitors. Rita, over here.

(Rita gnaws on the ropes binding Jenny.)

Roscoe & DeSoto: [Grunting]

Sykes: (annoyed) What is this, a slumber party? Get goin', ya stupid mutts!

Dodger: Francis, is the coast clear? Francis!

(A distracted Francis is watching a live ballet performance on one of the monitors, until Dodger changes the channel to focus on Sykes and his dogs.)

Francis: Goodness!

Rita: What're we gonna do, Dodge?

Dodger: Yo, Tito, hot-wire.

Tito: Hey, no way, Dodger, man. I've been barbecued too many times, man.

Georgette: (encouraging Tito) Good luck, Alonzo.

Tito: Huh?

Georgette: I'll be waiting. (blinks her eyes)

Tito: (singing) Hey! Heigh-ho, heigh-ho, it's off to work we go [Scatting]

[Handle Jiggling]

Sykes: What is this? [Knocking] All right, girlie. Open the door. [Crackling] Come on, now, girlie. I'm warnin' ya.

[Glass Crashing]

Dodger: Come on, Tito.

Sykes: You just... Back up. DeSoto. (angered) Come on!

(Roscoe & Dodger break into the office, but they are unable to catch the Company, Georgette, Jenny, and Oliver, thanks to Tito working the ceiling crane.)

Roscoe & Dodger: [Barking]

Sykes: Come on!

[Tito Screaming]

(Sykes grabs a fire axe and drives the blade into the wires, stopping the ceiling crane and throwing the others off from their lift and onto a conveyor slide.)

All: [Shouting, Barking]

(They all take the conveyor slide down to the first floor, where the bad guys are waiting for them.)

Sykes: [Chuckling] This has all been very entertaining. But the party is over.

[Horn Honking]

Fagin: Ow-oh-oh-ow! Uh! Come on! Come on, come on! Let's go!


Sykes: (raging) FAGIN!

Tito: Heh-heh! Hey, man, you're ugly! And you're uglier than him! And you're Ugly, Part Three! Hey, you're Revenge of the Ugly! [Laughing, Gasps] [Bark]

Fagin: Aaah!

[Fagin Muttering, Yelping]

Fagin: Ooh-hoo-hoo-hoo-hoo-hoo!

Georgette: [Screaming] Whoo!

Fagin: Yow! Ooh-hoo-hoo-hoo!

[Screeching, Grinding]


[Barking Continues]

Jenny: [Screams]

Sykes: Yaagh!

Oliver: Uuh!

Roscoe & DeSoto: {Both Growling]

Roscoe: [Yelping]



DeSoto: [Yelping]

Jenny: Mr. Fagin! Mr. Fagin, help me!

Tito: All right! Check it out! Heh! [Imitating Rewing Engine]

Jenny: [Screaming]

Fagin: Uuh!

Jenny: Help me! Oh!

Fagin: Yaaah!

[Train Horn Blowing]

Georgette: Aah! Save me! Save me, Alonzo! [Choking Tito]

Tito: Hey, get off my back, woman! I'm driving!

Jenny: Let go!

Fagin: Jenny, jump!

[Horn Blaring]

Georgette: Alonzo! (screams)

Jenny: Oliver? [Panting, Gasps]

Oliver: [Soft Meow]

Jenny: Oliver? Oliver!

Fagin: Whew!

Georgette: Whoo!

(Fade out)

[Horns Honking]

[Dogs Barking]

Fagin & Winston: (singing) Happy birthday to you, happy birthday to you, happy birthday, dear Jenny, happy birthday to you!


Fagin: (singing) And many more

Winston: Don't forget to make a wish, Jennifer.

[Fagin Laughing]


Jenny: All right, anybody want some cake? (Einstein barks.) Okay, Einstein, but not the whole thing.

[Buscando Guayaba On Boom Box]

Tito: You got it now, baby! Yeah, left foot, right foot. All right! Check it out! There you go. Relax, hey.

Georgette: [Chuckles] Tito, you dance divinely.

Fagin: He's cheating!

Winston: Body slam!


Fagin: Come on, hit him again.

Winston: Murder him! Twist his arm!

Fagin: Whoa!

Winston: Foxworth residence. [gasps] Mr. Foxworth!

Fagin: Body slam him now!

Winston: Shh-shh-shh! (shushing Fagin) My goodness. You're back tomorrow? Oh, she'll be so surprised to see you. (hangs up) Y-Yes, goodbye, sir.

Fagin: All right. Get 'im! Get 'im!

Winston: Hit him! Come on! Murder him! Get him!

Fagin: All right, you got 'im! Pick him up! Hold 'im there!

Winston: Ta-da! I believe that's a ten spot, old sport.

Fagin: Now, where is that cheque-book? Oh, look at the time. Well, heh-heh, we better be goin'.

Winston: Indeed.

Fagin: Francis, Rita, Tito, vamonos! The streets are calling!

Winston: Now, Jennifer, have we forgotten anything?

Jenny: Oh, yeah. Thanks, everyone. The gifts were great. Bye, Mr Fagin, and thank you.

Fagin: Oh, bye-bye, Jenny. Come on, boys! [Chuckles] It's time for us to go.

Georgette: Alonzo, darling, could I see you for a moment... privately?

Tito: Privately? [Sniffs] Ooo!

Georgette: Coming, Alonzo?

Tito: Yeah, yeah, yeah, yeah! You guys beat it. Uh, my baby and I, we gotta talk.

Georgette: You know, you're not so bad for a bug-eyed little creep. With a little grooming...

Tito: Grooming? Uh... [Nervous Chuckle]

Georgette: That's it! We'll start with a bath.

Tito: Bath?

Fagin: Let's go!

[Engine Backfires]

Einstein: Bye-bye.

Francis: Oh, Oliver, we shall meet again.

Rita: Hey, see ya 'round, kid.

Oliver: Goodbye, you guys.


Fagin: Boys! Let's go!

[Barking In Distance]

Dodger: Listen, kid, ahh, you just want to hang out or anything...

Tito: Aiee-hee! Hey, Dodger, man! Do you see her anywhere?

Dodger: Hey, whoa!

Tito: Man! I can't keep this woman off me! Man, I gotta get away from that chick...

Georgette: Alonzo! Alonzo-o-o!

Tito: [Gasps] Uh, goodbye, Oliver. Hey, you guys, wait for me, man! Hey, wait up!

[Horn Honking]

Georgette: Alonzo Frederico Tito, you come back here this minute!

Dodger: Hey, whoa, kid. Do you think you can handle the champ?

Oliver: Sure.

Dodger: Hey! You're okay... for a cat. We'll keep a spot open for ya in the gang... vice president, uptown chapter. Later, kid. (leaves the Foxworth residence and starts singing) Why should I worry?

Jenny: Bye-bye! Bye!

Dodger: Tell me why should I care

Winston: What a delightful scoundrel.

Dodger: Say, I may not have a dime, oh, but I got street savoir faire

All: Why should we worry

Why should we care

We may not have a dime

But we've got street savoir faire

Why should we worry

- [Siren Wailing]

Why should we care

It's just be-bopulation

We got street savoir faire

- Uhh-uhh-uhh-umm

- Whoo-hoo-hoo

The rhythm of the city

Boy, once you get it down

Then you can own this town

You can wear the crown

Why should we worry

Why should we care

It's just doo-wopulation

We got street savoir faire

Why should we worry

Why should we care

And even when we cross that line

We got street savoir faire

[Soul Vocalizing]







(End Credits)