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Who's that comin' from somewhere up in the sky?
Movin' fast and bright as a firefly
Just when you think that trouble's gonna pounce
Who's gonna be there when it really counts?
Do that Care Bears Countdown
Five, four, three, two, one.
Announcer: And now back to "The Care Bears."
Hugs Bear: Oh, Grams!
Gosh, Tugs. I wonder where she is.
W-what was that?
I don't know.
It sounded like it came from upstairs.
Maybe we should go see what it is.
Well, okay.
Sure is scary in this part of the house.
Maybe this isn't such a good idea.
There it is again!
It's coming from behind that d-door!
Let's get out of here!
Grams, Grams!
We're scared!
Scared?
Scared of what, my little darlings?
We heard a noise from behind the door upstairs.
Well, why don't we go take a look?
No!
We don't want to know what's up there.
Hmm, this reminds me of a story.
A story?
Tell it to us, Grams.
Well, this story happened not too long ago...
in an old abandoned theater.
Fixing up this place is going to take a lot of work.
But we'll turn it into the best theater in town.
Hey, look at the magician in this poster.
He's funny-looking.
Gosh, I wonder who he was.
That's Grumpy the Magnificent.
People used to come from all over to see him perform.
Where is he now?
No one knows.
After this theater closed down,
Grumpy the Magnificent just disappeared.
Ooh, that's weird.
Well, we've got a lot of work to do,
so let's get started.
I wonder why no one tried
to fix up this place before.
Well, Champ, because it's haunted.
Haunted?
Oh, it's not haunted by a ghost or anything.
Oh. Whew.
It's haunted by a phantom.
A phantom?
Look out! Yeow!
But don't worry, it's only a rumor.
Everyone knows that phantoms don't really exist.
Gosh, maybe we should forget
about trying to fix this place up.
Brave Heart's right, sports fan.
There's no such thing as a phantom.
Yeow!
Stop that, Champ.
You're scaring me.
Stop what?
I didn't do anything.
Now, come on.
We've gotta clean up back here.
Okay, but I thought I heard--
The phantom!
Come on, let's hide in here.
Did you know this place
is supposed to be haunted by a phantom?
A phantom?
Don't you think it's silly
to believe in things like that?
Uh-uh.
What's the matter, Cheer?
It looks like you've seen a--
The phantom!
Help!
I think we lost him.
I don't think so!
Let's hide in here.
Whew, that was close.
Huh?
Hold it, girls.
It's only me and Champ.
Whew!
Bright Heart, you scared us.
I'm sorry.
What are you two doing in here?
We're running away from the phantom.
We are, too.
Well, we can't stay in here forever.
We'd better check to see if the coast is clear.
No sign of the phantom.
Let's go.
Yeow!
Mm-mm. Huh?
Watch it, I just waxed the floor!
Whoa!
What's going on?
We just saw the phantom.
Oh, no.
You're not starting to believe those rumors.
They're true.
We saw him with our very own eyes.
What you saw was a product
of your own imagination.
Come on, let's all go backstage
and I'll show you there's no phantom here.
See? We've looked everywhere,
and still there's no sign of the phantom.
He might still be here.
Maybe we just can't see him.
Yeah, he can appear anywhere at any time.
That's nonsense.
Brave Heart, look out!
Whoa! Yeow!
Cheer Bear: It's the phantom!
I'm never going back in there again.
Me neither.
Brave Heart: Gangway!- Huh?
Watch out, Brave Heart!
The floor's...
...been waxed! Whoa!
Ooh.
Well, it looks like we have a problem here.
What are we going to do?
We can't fix this place up with the phantom around.
Well, we have to
if we want to open this theater.
But how can we if we don't even know
what the phantom is?
Well, we have to do something.
We can't let our fear stop us
from achieving our goals.
Maybe we should try and talk to the phantom
and tell him that it's not right
to scare people.
Well, you can count me out
of that game, sports fan.
I'm not gonna do it.
And the same goes for us.
Yeah.
Well, then, I'll do it myself.
I just hope I don't regret this.
Mr. Phantom?
I'd like to talk to you!
Huh?
Yeow!
Whoa!
Huh?
The phantom isn't after me.
Why, it's only a dummy.
This switch must've made it drop.
Hmm, something fishy is going on here.
Help, the phantom is after us!
Huh?
Two phantoms?
I'm going to put an end to this magic show
once and for all!
No phantom is going to run me out of my theater.
Charge!
Huh?
What's going on?
Phantom: Ooh, ouch, ow!
The phantom is a fake.
What?
It's just someone trying to scare us
by using tricks like flying on wires.
See?
It's Grumpy the Magnificent.
I'm so ashamed.
I'm sorry I scared you,
but I was only trying to save my home.
You mean you've been pretending
to be the phantom all these years?
Uh-huh.
Well, when motion pictures began,
people stopped coming to see my magic show
and the theater closed.
I had nowhere to go, so I stayed here.
Then you used all your old magic tricks
to scare people away.
Why didn't you change it into a movie theater?
I didn't know anything about movies.
And I was too afraid to find out about them.
But working with movies
is not that different than a stage show.
There's no magic act,
but there's tickets to take and popcorn to be made,
show times to be announced.
Hey, I can do that.
Well, why don't you join our team?
We can fix up this theater together.
That sounds great.
I'd love to.
Grams Bear: So the phantom disappeared,
and the theater was fixed up for opening night.
All because Brave Heart faced his fears.
And because Grumpy the Magnificent
faced up to his fears,
he finally became happy again.
He even found time to perform
some of his magic tricks.
Gosh, that was a great story, Grams.
Hmm.
Huh?
There's that noise again.
Come on, Tugs.
Let's find out what it is.
Right with ya, Hugs.
Aw.
Look, Grams. It's a kitten.
The wind must've blown the door closed,
and the poor thing got stuck inside this room.
Gosh, and we only found it
because we faced up to our fears.
Gee, we should do that all the time, Tugs.
You said it, my little darlings.
You said it.
Announcer: "The Care Bears" will be right back.
Announcer: And now back to "The Care Bears."
Hey, Grumpy.
Isn't this trampoline fun?
Harrumph. Oof!
Whoa!
Oh, no.
Are you okay, Grumpy?
Oh, why do these things always happen to me?
Uh-oh.
That's the Caring Meter.
Something's wrong down on Earth.
Come on, Grumpy.
What do you see, Brave Heart?
Brave Heart: Why, it's a circus.
Uh-oh, there's the problem.
Wally's too short. What a loser.
Boy: Wally, get a ladder!
Boy #2: What a shrimp!
Whoa! Oof.
Brave Heart: A boy named Wally
needs our help at the circus.
Come on, let's go.
Whoa!
We've gotta build up Wally's confidence
and show him that being small is okay.
So, the Care Bears are going to the circus.
What a perfect place to catch them.
Now move it, fur ball.
Yeow! Right away, Shreeky!
It looks like Wally's leaving.
Whoa, hold on there, Wally.
Huh?
Why, you're Brave Heart...
and you're Grumpy.
That's us, all right.
You're not leaving the circus,
are you, Wally?
Yeah.
I just wanted to be a pony rider,
but I'm too small...
even for that.
But, Wally, we think you're just the right size.
You do? You bet we do.
And with a little help from us,
you'll be sitting tall in the saddle in no time.
Let's go inside here for lesson number one.
Come on, Beastly.
Brave Heart: Okay, Wally.
Show me one thing you think you can't do
and I'll show you that you can.
Well, I can't get up on those stilts.
This is going to be easy.
Uh, hmm.
Wally: See what I mean, Brave Heart?
Even you're too small to get on those stilts.
That's true...
but that's not going to stop me from trying.
Because where there's a will,
there's a way.
Wally: Wow.
I see what you mean.
Can I try it now, Brave Heart?
Why, sure, Wally.
But take it slow at first.
Hey, you guys, this is great.
Not so fast, Wally!
Oh, no! I'm falling!
I've got you! Oof!
Grumpy: Ow, ow, ow!
Are you okay?
I knew I was too small
to do anything right.
Wally, wait.
It's okay to fall
as long as you get up and try again.
Come on, Grumpy. We have to bring Wally back.
Okay, fur ball, don't mess this up.
Those Care Bears are as good as caught.
Huh?
He's not a Care Bear.
Shreeky: Beastly!
Get ready to catch those Care Bears.
Oh, I'm trying.
Shreeky: Out of my way.
I'll do it.
Yeow!
Oh, Wally's gone.
We'd better split up.
Yeow!
Beastly!
Aha, there he is.
Grumpy Bear: Hi, Wally.
Oh, it's you, Grumpy.
Hmm.
Hey, do you wanna learn how to juggle?
No, thanks.
I'm too small to be any good at it.
But you can be small and still juggle.
Watch me.
Wow, Grumpy.
That looks like fun.
Here, you try it.
Wow, I'm really juggling.
Whoops! Whoa!
Grumpy Bear: Ouch! Ow! Ooh!
Oh, why do these things always happen to me?
Oh, I knew it.
I'm just too small to do anything right.
Wally, wait. Don't go.
That can happen to any-- whoa!
Okay, fur ball. Here's your chance.
Get that Care Bear.
Right away, Shreeky.
Oh, now where did Wally go?
Whoa, whoa, whoa!
Oof.
Oh, where did Shreeky go?
Beastly!
Oh, no!
Wally's gotta be around here somewhere.
I've looked everywhere else.
Aha, there he is.
Whoa there, Wally.
Don't give up.
Forget it, Brave Heart.
I'm just too short to do anything.
That's not true.
Look.
You can learn how to bounce on a trampoline.
It's easy.
Gee, Brave Heart.
Could I try?
Sure, Wally.
Don't try that somersault now, though.
That'll come later with practice.
Right, Brave Heart.
Whoa!
Hey, this is fun.
I'm really doing it.
Whoa!
Yeow! Uh-oh!
Brave Heart: Oof.
I knew it was too good to be true.
Wally! Huh?
Where did he go?
I've gotta find him.
Beastly, this plan had better work.
Oh, it will, Shreeky.
Those Care Bears will follow that kid in here
and we'll trap them for sure.
Oh, we're sobad.
There he is now.
Get moving, fur ball.
Right away, Shreeky.
Do you mind if I borrow this?
Hey, come back with my suitcase!
That's my suitcase.
Oh, is it?
Well, then you can have it back right here.
Hmm.
I wonder why that clown did that.
Brave Heart: Hey, Wally!
We've been looking all over for you.
It's no use.
I'm leaving.
I'm just too small to do anything.
Don't give up, Wally.
There's always a way you can overcome a problem.
Shreeky: That's what you think, Care Bears.
Grumpy Bear and Brave Heart: Beastly and Shreeky!
Now, Beastly!
We're trapped!
Our plan worked.
We caught the Care Bears.
That's right. Now go and get ready
to take these Care Bears
to Uncle No Heart.
Yeow!
I'm going!
I'm going!
You won't get away with this, Shreeky.
I already have.
There's no way you can get out of that cage.
This is all my fault.
If you hadn't been trying to help me,
you would never have gotten into this mess.
Now it's up to me to get you out of it.
But Shreeky's right, Wally.
There's no way we can get out of this cage.
Maybe youcan't,
but I can.
Way to go, Wally!
See? Being small does have its advantages.
Wow, you're right, Brave Heart.
Now I just have to raise the cage.
Hey, where do you think you're going, small fry?
Yeow! Here, catch!
Huh?
Whoa!
Oh, no!
Beastly!
You bellowed?
Stop him!
The Amazing Beastly to the rescue!
Got him! Huh?
Ride 'em, Wally!
Thattaboy, Wally! You did it!
Get off me, fur ball!
I'm trying.
I'm trying!
Okay, Shreeky and Beastly.
You've had it.
Care Bear Countdown.
Four, three, two, one...
Care Bear Stare!
Yeow!
You see, Wally?
You canbe a pony rider in the circus.
Thanks to you two,
I know it doesn't really matter
how big or small a person is.
If you put your mind to it,
nothing's impossible.
Remember, Wally,
think big and you'll always sit tall in the saddle.
Announcer: And now, ladies and gentlemen...
The Amazing Wally!
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