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THE STRANGER: An anguished city lies shrouded in smoke.

Smoke is everywhere. Crime is everywhere.

The police are helpless.

On the outskirts of town,

in this modest castle,

with all his ill-gotten gain,

lives the one they call The Boss.

This is The Boss.

The entire city is in his clutches.

No one crosses The Boss and lives.

Here is The Cat. Cat is The Boss's lookout.

Boss! I got news.

THE STRANGER: The Boss is surrounded by his loyal band of henchmen.

Each, a master criminal in his own right.

They know nothing escapes The Boss.

Not even Plethora. Plethora is his prisoner.

She yearns for someone to set her free.

Our love story begins with Plethora's yearning.

"Oh, where can he be, who will free me

"and the whole city?" She cries.

"Oh, where can he be? Where can he be?"

"Where?"

Here!

In the wilderness, the call of adventure comes to Frank.

Do you think? Could it have been Plethora's doleful cry?

Who could say?

For sometimes, all it takes is a woman's yearning

to make a young man leave the river of his youth.

To make a young man say goodbye to his ancestral home.

Goodbye, Pa!

Goodbye, Son.

Goodbye, Pa.

To do right well in the big city, Son,

you got to do right way.

You got a honest face, Son.

Thank you, Pa.

Goodbye, Son.

Oh, Pa! Say goodbye to Ma for me, will you?

Goodbye, Ma.

THE STRANGER: And Frank is on his way.

Oh, that's me.

In a moment, Frank and I will meet for the first time.

You'll see, he'll call me "stranger."

Hey, stranger!

FRANK: I was wonder if you, you couldn't tell me the way to the city?

Going there myself.Huh.

What are you going to do when you reaches the big city, stranger?

I think I'll write a story about life in the big city.

I think that's what I'll do.

FRANK: I think that's a good idea.

What are you gonna do, Frank?

I don't know.

But I'm sure I'm bound to find my chosen field.

I hope so.

THE STRANGER: Wait a minute, Frank. Hey, what's the big rush, Frank?

Please. Frank.

Frank.

But Frank runs on ahead,

as if to conquer the big city single-handedly.

Later that same day, The Cat, remember him?

Ever watchful, can plainly see that something is going terribly wrong.

Look who's escaped?

Plethora has flown the coop. The Boss will be furious.

Wow! Look at that!

Wow! Umm.

Hi!

Is something bothering you, ma'am?

I'm in grave danger. He's after me, the one they call The Boss.

Well, I'd like to help you, ma'am.

But you don't even know what you're getting into. I'm in grave danger.

THE STRANGER: And Frank is off and running.

Throwing all caution to the wind.

Hold your horses, ma'am.

I think I've fallen in love with ya.

Because, you look like you need some friends.

SCREWNOSE: She's got them, buddy boy.

Are these your friends, ma'am?That's right.

Hey, he sounds like from where I'm from.

You don't talk much, do ya?

FRANK: Oh, boy, a real car. How do you like that.

Hey, fellas!

Feisty little bugger, ain't he?

Get off, hick!

What did you say your name was, ma'am?

Her name is Plethora.Plethora, right.

This amulet, if you wear it and you remain pure and innocent,

and full of hope, no harm will come to you.

Oh, thank you very much, ma'am,

but I can't take presents from a stranger.

Will you beat it!

But I love you, Plethora.

Try to remember me. One day we'll meet again. Oh, you are good.

Go away, quick, go away!

THE BOSS: Hey, you forgot to tell us your name!

Oh, my name...

MAN: Frank's greatest adventure!

ALFRED: He's dead, sir. Will he do?

He'll do just fine, Alfred. He has a very honest face.

We've looked the world over and at last we found him. Quickly.

Yes, sir.

THE STRANGER: Thanks to a generous government grant, The Good Doctor,

one time brain surgeon to statesmen and high society alike,

had given up his thriving practice,

and now is able to devote full time to the problems of fighting evil.

No, Alfred, I doubt that a booster shot will be necessary.

I've combed the Earth for a worthy man.

And now, at last, fate has brought him to me.

Look at that face, Alfred.

I hope it's what you want, sir.

Personally, I have certain reservations.

No, Alfred! He's just right. He's perfect.

Alfred, have you noticed how people no longer communicate with one another?

Alfred! Alfred!

Yes, sir. I was just saying that to the plumber the other day.

The plumber?

Yes, the drains were stuffed, sir.

With what?

Miss Lois's doll's heads.

Doll's heads.Yes, sir.

Oh. As I was saying,

people no longer communicate with one another.

Therefore, I will place the small receiver in his cerebrum.

Where, sir?

In his head, Alfred.

And with this microphone,

I shall be able to communicate with him any time I want to.

There will be no problem of communication between this boy and myself.

This boy,

my boy.

The time is soon at hand, Alfred.

When he wakes up, he should be willing and eager to do my bidding.

With the secrets, known only to the ancients, that I have applied to him,

his growth should be phenomenal.

He will be able to do astounding things under my guidance.

The ancient dreams have been realized.

I have created a brave, new man.

What this town needs is a force for good.

Too much evil has been loose for too long.

Men have forgotten how to do good.

He will show them.

What did you say his name was, Alfred?

There was nothing on his person, sir, but this postcard.

May I read it, sir?

Yes.

"Dear Ma and Pa, regards, Frank."

Frank.

Such an honest name.

Let's let him keep it.

Oh, my goodness, sir.

He's breathing.

I know that, you idiot!

Do you realize what this moment means?

Huh?

Hi!

Well, Frank, permit me to introduce myself.

I am The Good Doctor, and this is my loyal butler, Alfred.

Say "hello" to Alfred, Frank.

Hello, Alfred.

Where am I?

You are in my penthouse apartment overlooking the city.

Plethora!

What, Frank?Plethora.

What's he trying to say, sir?

Plethora.

He's saying "Plethora."

Plethora of what, sir?

Don't ask questions, Alfred.

You know how it annoys me when you ask questions.

I'll ask the questions around here.

Yes, sir.

A plethora of what, Frank?

Plethora.

Yes, Plethora is...

Plethora, Plethora.What does it mean, sir?

Yes? Yes, Alfred, it's a residue of his former life.

It's only natural.

Plethora is the girl of my dreams.

Oh, yes.I'm going to marry Plethora.

Very nice, Frank.

But she might be in danger this very moment,

so I have to help Plethora before I can marry her.

So I have to be off. I have to go to the big city.

Frank, I can help you in a way that Plethora would never understand.

You were dead, Frank.

Dead.Dead.

Dead. We found you lying in a gutter.

I brought you back to life, Frank.

Now that was a good thing to do, wasn't it?

He's marvelous. He's a marvelous man.

Wasn't that a good thing to do?

It certainly was.Wasn't it?

Uh, it certainly was. Brought me back to life.

Are you kidding?

The Good Doctor never kids.

I have to go help Plethora now.

Yes, but you have to listen to The Good Doctor.

You don't know what you're missing.

You're an ingrate. And if you leave, you will fall into evil hands.

We've all constant enemies lurking all around us.

You and your paranoia. But it's true.

There are people lurking all around this house.

Lois, are you lurking again?

No, Good Daddy, honestly, I wasn't lurking.

Miss Lois, what are you doing here?

You know the laboratory is off-limits.

What's that?

Oh, that's something that Daddy made.

It's me.

Oh, it's beautiful.

Frank, this is Lois. Lois, Frank.

Hi. Hello.Lois. Hello.

Lois.What?

Go to your room and play with your things.

Oh, Good Daddy, can't I stay and play with Frank?

Lois, remember what happened to your mother.

You never let me have any fun.

I'll bring you up a hot tray, Miss Lois.

Oh, you and your hot trays.

Frank, you do want to sit down, don't you?

Well, umm...

You don't want to do too much on your first day. That was my daughter, Lois.

You must be feeling very weak, Mr. Frank.

Really, it's so late.Sit down.

There's no place you could find a room.

You might as well spend the night here.

It's so cold out, and in your condition.

Right. Just stay one night Frank,

and if in the morning you feel like leaving,

there'll be no hard feelings.

No. Stay.

No. Stay.

Stay. Stay.

See?

I'll stay.

But I'll have to be moseying on in the morning.

Oh, marvelous.

Yes, well, I'll make up the east wing.

Come, Miss Lois.

Excellent, Frank.

Oh, it's nothin'.

You'll never be able to regret it. Never.

Did you hear something?

Uh, a little something.

THE STRANGER: Later that night, The Good Doctor decided

that it was high time that he and Frank have a man-to-man talk.

Stay, Frank, stay.

THE GOOD DOCTOR: You don't want to go outside. It's cold and wet out there.

Warm and cozy in here.

Lois loves you.

Alfred loves you.

And I myself have a certain niggling affection for you.

You will wake up in the morning

and you will write the following letter.

"Dear Ma and Pa,

"I have a job in the city

"with a wonderful, marvelous,

"brilliant man.

"Regards, Frank."

Stay, Frank.

You can be great beyond your wildest dreams.

Stay.

Great, beyond your wildest dreams.

Your wildest dreams. Stay.

Great, beyond your wildest dreams.

I had the wildest dream last night.

I'm staying on.

Yes, I know, Frank.Good.

How did he know?

Well done, Alfred, it's a very nice suit.

Thank you, sir. It's a terrific suit.

It looks very handsome on you, sir.

THE STRANGER: Time passed slowly in the penthouse apartment.

Frank wondered at the new world of strangeness around him.

Without really knowing why, Frank was content and happy,

like the animals serene in their cages,

cared for and loved.

Memories began to fade.

And The Good Doctor saw all and he was pleased. Then one day...

Frank, there is something I must tell you.

In this house, in this room, in the library, in the orangery,

are contained the secrets of the ages.

No.Yes.

They're known only to me and to my brother, Claude.

Your brother Claude?Yes.

He was a slovenly unkempt person. No discipline.

I had to banish him from this place.

Why?He was evil.

Evil, Frank.

He didn't know that to do good one must fight evil.

I don't even know if he's still alive.

I heard that he was in Germany, somewhere.

I doubt if anyone can survive out there.

You'll never go out, will you, Frank?

Never! Promise me you'll never go out!

Unless it is to fight evil.

I'll... I'll never go out.

Good boy, Frank. Good boy.

I have a reward for you.

I will tell you one of the secrets of the ancients.

But you must never tell anyone.

That's it?

Yes. You will never tell anyone, will you?

Oh, no, I'd never tell anyone.

THE STRANGER: There were other secrets about himself that Frank learned.

...Five thousand two hundred and forty four.

I can count! 5,244, 5,245.

THE STRANGER: Little by little.

Right nice ice cream.

No, Frank.

Right nice ice cream.

Right nice ice cream.

THE STRANGER: In every way.

Right nice ice cream.

THE STRANGER: Frank was getting better.

Right nice ice cream.

Right...Right...

Nice...Nice...

Ice...Ice...

Cream.Cream.

THE STRANGER: Every day.

Right, nice,Right, nice,

ice, cream.ice, cream.

Say it again. Right nice ice cream.

BOTH: Right nice ice cream.

Right nice ice cream.

You don't want to talk like that, now, do you, Frank?

No.

THE STRANGER: The Good Doctor also taught piety.

I will say Grace.

THE STRANGER: And religious observation.

We thank The Good Doctor for what we are about to receive.

This is an exercise in concentration.

You must do exactly as I do.

THE STRANGER: Frank was a good pupil.

He was being prepared for something.

Although he didn't know quite what it was.

He strove to please The Good Doctor,

as they became closer and closer friends.

Now, Frank, did that help your concentration?

Concentration.

You can stop now, Frank. Stop now, Frank.

Frank, you can stop now.Frank, you can stop now.

Frank!Frank!

Stop!Stop!

THE STRANGER: Now the time has come for Frank's supreme test.

Behold the city, Frank!

You can fly!

Do not be afraid! Only you can destroy yourself.

Get up on the railing, Frank!

The childhood dream of flying!

The dream of pulling oneself up by the boot straps!

The dream of Icarus revealed!

If God had wanted man to fly, he would have given him wings.

THE STRANGER: Now that Frank has passed the supreme test,

The Good Doctor decides the time has come.

Frank is ready.

Behold the evil-finder, Frank!

Evil has its own wavelength.

If there is any evil going on in this town,

it will show on that screen.

Darn it.

It's working, Frank.

Evil is occurring.

Look, Frank. You see that man?

That man is known as The Rat.

He is one of the most dangerous men in town.

And your job is going to be to get The Rat.

THE STRANGER: Frank could see right away the city art treasures were in danger.

THE STRANGER: There's nothing more dangerous than a cornered rat.

Oh, he's bulletproof.

Can you imagine how that makes Rat feel?

Terrible.

The Rat wants to quit.

What strength! Rat's gun goes right through that wall.

Only one thing left to do.

A premonition comes over Rat

that chills him to his marrow.

Where's Plethora?

Pleth...

Who? Plethora?

Plethora. Plethora.I know, I know, I know.

She's with The Boss.

The Boss? She's with The Boss?

Yeah. She's with The Boss.

Where are they?

Bimi. Bimi.

Got it.

Sorry, Boss.

And this is only the beginning of a great career, Frank.

One that I chose for you.

Now, we're going to have a little party.

Oh, Alfred, break out the bubbly!

We don't have any bubbly, sir.

We don't have any bubbly, Alfred?

Alfred, fetch some bubbly.

I don't have any money.

Oh, don't talk money in front of the children, Alfred.

Run along, Alfred. Lois!

Hi!

Frank!

Alfred, the bubbly.

Thank you.There we are.

And a little one for you, Alfred.

Oh, I don't deserve it, sir.

Yes, I know, but have one anyhow, Alfred.

Have one anyhow.

Lois!

A little wine for thy tummy's sake.

For my tummy's sake.

THE STRANGER: Right in the middle of everything,

just when the party was getting good,

evil reared one of it's ugly heads.

Goodbye!

I want to remember you just the way you are.

Just leave.

THE STRANGER: Another mission for Frank.

And he's on his way.

THE STRANGER: With The Boss out of town, The Cat is on the prowl.

His sharp eye peeled for the finer things in life.

Especially, if they glisten and sparkle.

The Cat always prided himself on his excellent taste.

Reasoning, that with good taste, his future was secure.

Or was it?

Frank? Frank, you did a wonderful job.

Just wonderful. I'm proud of you, my son.

Come home, Frank, my boy.

THE STRANGER: Later that night,

after an honest day's work,

a hero's rest was in store for Frank.

Umm, Frank.

Frank! Frank!

Frank!

I'm making notes on your dreams, Frank.

We're making great progress.

Very interesting.

Very informative.

Boy, wouldn't you love to just go out

and ride around in a car just once?

Oh, boy, I'd really love to just...

Bust out!

Bust out! That's it, boy! I'd love to just bust out!

Boy, I'd really love to just bust out.

Hi! It's loyal Alfred.

Oh. You don't know how I envy you, Alfred.

You know, you get to go out in the city all the time,

ride around in the car and shop.

Hey. Hey, do you think he would mind if...

Well, if we went out with you when you went shopping?

Well, he's asleep now.

And he'll be asleep for several hours.

Oh, Alfred, you have a great car.

FRANK: The loyal Alfred is excited.

Alfred, you drive marvelously.

ALFRED: Frank, I cannot concentrate.

I want to drive, Alfred.

If you don't have a license, you cannot drive.

Frank can do anything, loyal Alfred.

Not if I have anything to do with it.

Frank will not drive. He will not drive.

Give me the wheel! Give me the wheel!

Oh, no!

No!

Frank, can you hear me?

Frank. You're on the evil-finder, Frank.

You disobeyed me. You shouldn't be doing this.

Vigilance is eternal, it's not a part-time job.

What's wrong?

He says we have to stop.

Oh.

Oh, Good Daddy, stay away. Please leave us alone.

Frank! Evil is being done at this very moment.

Right now! You've got to get out to the race track.

It isn't fair.

You've not a moment to lose.

I'm not going.Ha?

I'm not going. Ha!

THE STRANGER: Needles, who's done more than his share of chicanery for The Boss,

is always at the races.

Always the serious scholar of the daily poop sheet.

Needles has his own private system.

He always seems to know exactly which horse to put his money on.

Every time.

With a surefire system he's worked out,

he's destined to go a long, long way.

As a matter of fact, he can't lose.

How could he?

Until...

THE GOOD DOCTOR: Good boy.

To do good, one must fight evil.

Fight evil. Fight evil.

THE STRANGER: And here's Screwnose, another of The Boss's nefarious cronies.

He went to college,

but he learned early that he could make it the easy way.

Just by sharpening up a little.

PLETHORA: We should be nearing shore soon, Boss.

After all this time we are coming back.

Oh, I know there's no escaping you, Boss.

You will never make me forget what happened here once.

Shut up, Plethora. Can't you see I'm brooding? My boys need me.

Oh, a bunch of cutthroats.

Plethora, you wouldn't understand.

What would a broad like you know about loyalty.

My boys need me!

I can feel them calling me.

THE RAT: ♪ Say, every day of my life, I wanna wail and moan

♪ Damn that train Oh, Lord

THE RAT: Everybody!

Come on, fellas.

♪ The Cat, The Rat, Needles and me

♪ Oh, Lord, and Screwnose

♪ There's just one thing I want to say ♪

Look! Look, it's...

It's a kind of smoke coming down on us.

It's like a shot in the arm.

Hugging you, so warm, so close!

It's The Boss!

THE STRANGER: There's more to The Boss's smoke, as you may have guessed,

than meets the eye.

PLETHORA: This way, boys. Follow me.

Plethora!

Plethora, you did a good job!

Thanks for springin' us, Boss.

Sit down right here, sit down.

Yeah, you can always tell a man by his friends.

Hey, Cat!

Screwnose! Hey! Look at that Screwnose, huh?

Rat! I just love this guy!

Ah, Plethora. You did a really good job.

CAT: Oh, Boss! Hey, listen.

THE RAT: There's this guy you gotta see, Boss, he's fantastic.

We're not kidding.

SCREWNOSE: He's bulletproof.

THE CAT: Listen, I scratched him with my claws and he...

Now, personally, I'll take care of this guy when the time arrives.

But in the meantime,

I have some fantastic smoke crimes planned.

We're fantastic.

But Boss, can Plethora be trusted?

Yes.No. Mmm-mmm.

Plethora, can you be trusted?

♪ I know that I

♪ Said this again and again

♪ Look back to yesterday's heartaches

♪ if you wanna know when I've got you

♪ Right where I want you, in the palm of my hand

♪ The fire of your love

♪ Burns at my command

♪ But in the sun

♪ These flames work for the butt of a joke

♪ I really got you right where I want you

♪ Or am I troubled, holding a handful of smoke

♪ Just holding a handful of smoke

♪ I got you where I want you

♪ Or am I holding a handful of smoke

♪ I can't understand why the palm of my hand should be

♪ Holding a handful of smoke ♪

Child's play! Child's play! I could have had them.

I was only playing with them.

There'll be a next time. There's always a next time.

Be careful, Frank.

If only he knew how I'd fallen for him, the big lug.

Oh, I yearn, Alfred. I yearn.

Perhaps you could take up a hobby, miss.

We are going to have to use extraordinary measures.

Rat, get the door.

Boss, there's something really weird out here.

You gotta see it to believe it.

What is it? Oh, it's you, Claude.

Yes, it's me, Claude.

Oh, yes, and this is Verner.

My name is Verner.

Come in and meet the gang. Now you'll sleep in the bed in the corner there,

and the bird can sleep in the tree out front.

No, no. The bird can sleep in the bed and I'll sleep in the tree.

No, you'll both sleep in the bed.

But the bird will have to have a separate bed, ja?

I'm not going to sleep in the bed with a bird.

You have a little bird bed?All right.

About that big.Fine.

A little bird coverlet? Yeah.Yes.

A little bird pillow?Yes.

A little bird chamber pot?Yes.

Very good, very good.

I'm going to run along now.

Yes.

And I'll see what I can throw together.

Meanwhile, take care of the bird, ja.

I wonder what he's going to throw together.

THE STRANGER: Don't forget that Claude is also the possessor of those secrets

known only to the ancients.

Those very same secrets that The Good Doctor used on Frank,

not so long ago.

Those very secrets that now lead Frank to find new outlets

for the thwarted super energy that The Good Doctor has bestowed upon him.

THE STRANGER: The Good Doctor was horrified. Evil was all over the place.

Something had to be done. And right away.

There was no time to waste.

No!

You know, Frank, freedom is a privilege, it's not a right.

You gave me quite a turn.

I'm sorry.Huh?

You're sorry. Being sorry is one thing, being dead is another.

I have a sticky ticker, Frank.

Sticky ticker?

A bad heart.

You could have killed me.

You don't want to break The Good Doctor's heart, do you, Frank?

Do you? Do you?

Well...

Frank...

THE STRANGER: Now the animals were restless.

Gone were the good old days of their early friendship.

Frank now plotted ways and means to free himself from the doctor's control.

Hello, Frank.

Hello.

How are you?

I was just looking for that. Thank you, Frankie.

Thanks a lot, Frank.

Ta-ta.

THE STRANGER: Frank's pleasures were at an end.

Barred was the entrance to Lois's room.

Kitchen privileges were taken away.

The lavatory seemed safe.

But it wasn't.

For a brief moment, the struggle against the evil in the city stopped.

As The Good Doctor strove to show Frank, once again, how to do good.

The Good Doctor was always somehow there.

Somewhere. Behind everything.

Yes, Frank has forgotten,

but Plethora still yearns. Who can save her now?

Who? Who?

Do my eyes deceive me? Is that Frank, here with Claude?

Done.

This is a very sensitive instrument.

THE RAT: Hey, it's Frank! Get him!NEEDLES: The gun!

No, it is not Frank. False Frank.

We call him Frankie.

If we can arrange a meeting between the two of them,

he can take Frank's strength away from him. Ja?

All he needs is a soul. And the soul is a product of experience,

or some such nonsense.

Right now, let's give him a rest,

because I fear that he will be very busy soon. Ja?

Let's let him dry off.

Right.

THE BOSS: Will it work, Claude?

Oh, yeah, I've done hundreds of these before.

Look, I even put the number on the arm.

4-38-48-77.

He is very sensitive to first impressions, ja.

So you must be very careful about the ideas that you instill in him.

Let's take ourselves into the next room, eh?

THE STRANGER: False Frank just lies there awaiting first impressions.

Plethora is overcome with emotion.

Poor boy.

Oh, you poor boy.

THE STRANGER: Her heart goes out to him.

He looks so meek and afflicted.

And a little energy lost here

is a little energy gained here.

What this looses...

THE STRANGER: And while Claude talks of theory,

Plethora speaks of love.

Met a young man... Oh, he's very much like you.

He was sweet and pure.

And there was a glow in his eyes,

and he smiled when he looked at me,

and told me that he loved me.

That he loved me.

And all he asked from me was my name.

And they took him away from me right in front of my very eyes.

And I never even knew his name.

THE STRANGER: His name was Frank, Plethora.

Once you tried to save him.

Now what are you going to do?

Take this amulet.

THE STRANGER: Oh, the amulet.

If you wear it,

if you are pure and innocent, and full of hope,

I promise you that no evil will ever come to you.

Wake up!

Ja. Now the only problem we have

is the one of control. Ja?

And hell with it, because of what I'm about to show you.

Oh, someone is coming. They must not find us together.

You are good.

One day we'll meet again.

THE STRANGER: And so, quite by accident,

Plethora has given Claude's creation his first impression.

Well, now we shall see what can be done, ja?

This is strange?

What?

He looks more human now.

THE BOSS: Is that bad?

This is not good.

Not good?

Not good, but it's not bad.

But it's not good.

I'm Verner.

Shut up.

I hate you a lot.

THE STRANGER: The Good Doctor also hated Claude a lot.

But exhausted by his recent struggle to keep his Frank

on the straight and narrow,

he now sleeps a tormented sleep,

unaware that at this very moment,

Claude is whipping False Frank into shape.

Ja, isn't it a marvelous, beautiful day?

Ja, it's wonderful. How are you?

Oh, well, you don't have to talk if you don't want to.

Oh, look, look at the miracles of nature.

Ja. Walk like this. Walk like... Ja.

That way. Mmm-mmm.

That's right.

You walk like that, people will respect you, ja?

People will look up to a man who lifts up his feet,

very high like that.

One, two, three, four...

Roughly, more or less, ja?

Bounteous nature has provided us with many things.

THE STRANGER: But their every move is being watched by loyal Alfred,

who's taken over for the ailing Good Doctor.

This is something Frank should know about.

As the days go by, little, does the city suspect what mischief is afoot,

as Claude and his charge, False Frank, become almost inseparable.

Watching what's been happening causes Alfred to blurt out, "Be careful, it maybe a trap."

There are no traps for me, Alfred.

You must always behave. People are looking at us.

They're judging us. Them! I can't bear that.

You must take care of your deportment, your appearance.

Look, people are laughing at us.

They'll laugh on the other side of their face when they're dead, ja.

Come on along.

THE STRANGER: Claude now feels that False Frank is ready.

Ready to fight good by doing evil.

The showdown between the two Franks is imminent.

Come. Quickly, Frankie.

When you find Frank and you're fighting with him,

first you will be as strong as he is,

and then, you will be stronger.

Don't say a word. Be quiet.

I see him. He's up there.

The moment is at hand.

Now, when you fight with him,

remember, fight dirty, ja?

And then kill him once. Oh, good boy, ja.

Uh, goodbye. One of us may not come back from this alive.

But that's a risk I'm willing to take.

Kill! Ja? Kill!

Frank!

THE STRANGER: The Good Doctor feels that Frank's in danger.

Panic-stricken, he wants to help. But it's too late.

THE GOOD DOCTOR: Frank!

THE STRANGER: Frank is on his own now.

FRANK: They sent that guy up against me? Oh, boy, that's a joke.

That's a big joke.

He doesn't even walk too well. He can't walk.

Oh, Frankie, what have you done?

You could have killed him.

THE STRANGER: Frank has won. But he sure fights dirty these days.

Doesn't he?

Washed up.

Quickly, follow me.

It's getting them that counts.

Now, they're learning to fear me.

You went out on your own. Without him telling you to.

Why did you go out without him telling you to, without the evil-finder.

He watched you on the evil-finder.

Frank, you really are becoming brutal.

And now you've gotten just what you want.

He's had a massive stroke.

Doing good is fighting evil. He said so himself.

Doing good is fighting evil.

He said it again.

Frank! Frank!

The last temptation is the greatest treason.

To do the right thing for the wrong reason.

We are such stuff as dreams are made of.

Our little life is rounded with a sleep.

♪ On the road to Mandalay

His... His favorite song.

♪ Where the flying fishes play

♪ And the dawn comes up like thunder

♪ Over China across the bay

Alfred!

He's gone.

He went on "China."

Goodnight, Good Doctor.

Fear no more the heat of the sun.

Nor the furious summer's revenges.

Well, Frank, you're on your own.

We're all on our own.

Where will we go now?

We're all free to do as we please.

Don't worry, Miss Lois, I'll make the arrangements.

It's funny, after all these years as a loyal butler,

I still haven't got my recommendation.

You don't have anything to worry about, Alfred.

From now on you're working for me.

Really, Frank?

That's not quite what I had thought about.

I mean, don't you think we should be free to make our own decisions?

Don't ask me questions, Alfred!

I can't stand it when you ask me questions.

Don't you ever talk to me like that.

I knew you when you were dead.

I knew you when you were lying in the gutter.

The Doctor tried to make you good.

You only succeeded in making yourself vicious and evil.

I was right! I was right the way I thought about you!

You are corrupt!

You are totally corrupt!

If you're finished, Alfred, you can bring me some bubbly.

Please, please. Please, loyal Alfred.

Frank, please, let's not fight.

He wouldn't want it that way.

It's just that... It's just that we're all overwrought.

I'll stay for you, Miss Lois.

Oh, thank you, loyal Alfred.

THE STRANGER: That Lois sure can kiss. Look how excited Alfred is.

Oh, Good Daddy, I miss you so much.

Oh, I don't know what to do.

THE STRANGER: Alfred, hungry for more kisses, hurries home with the bubbly.

Gay as a lark.

Oh, Frank... You're like...

You're like the big brother I never had.

What's going on here? The evil-finder is on. What's going on here?

There's nothing going on here.

I was just about to attend to the evil-finder

when you, uh, you burst in on me. Uh...

Frank... Frank was comforting me while you were out.

Yes, I was comforting her, Alfred. Did you bring the bubbly?

Yes, sir.

Good.

We haven't come for him yet, have we?

THE STRANGER: Alfred, loyal to the last,

would like everything to be the same again.

Lois looks like she knows what she likes.

But Frank was supposed to be out fighting evil. Just what would he like?

I would like to have a double, please, what's your name?

BARTENDER: Scotch? Whiskey? Gin? Double what?

Right. Double-double. I'd like to have a mixed drink.

I beg your pardon, fella.

That's my raincoat.

Pardon me.

Would you hang this in the cloak room, please?

And hang these up too, please.

And don't touch the lenses because they're double 66 lenses.

Be careful.

How's it going, Moose?

FRANK: Wow!

What's your name?

My name is Frank.

Just give me one more chance. One more chance.

Absolutely. Right? Ja.

I'll decide what goes on around here.

Yes, he'll decide what goes on around here.

Thank you, Claude.

You're welcome, Boss.

THE STRANGER: Shortly thereafter...

You'll be Frank's friend?

Yes, I am. Are you a friend of Frank's?

I am.

Oh, for heaven sakes.

You are so charming.

Oh, thank you.

Oh, Frank didn't tell me that he'd invited anybody over.

Please, please, let me make arrangements.

Alfred, would you make some coffee and some sandwiches?

THE BOSS: May we have a rain check?

Oh, no. Well, if Frank is expecting you, he'll be very disappointed.

My associate, Screwnose.

Let's go, baby.

Uh, well...Come on, let's go.

Uncle Claude!

My little niece, Lois.

Uncle Claude, what are you doing here?

You going to let them kidnap me?

Ja, that is the case. That's exactly what I'm going to let them do.

But, Uncle Claude, what are they going to do to me?

Are they going to do terrible things to me?

Oh, ja, they will take you and they will twist your arms.

Oh, Uncle Claude, will you never grow up?

Boys will be boys, Lois.

Frank! Oh, Frank, I'm so glad you're back. I was worried about you.

Frank!

Boys, negotiate. Take it away.

Hey, wait! No! Frank!

Help! Help! Frank! Help!

Help! Help!

Goodbye, Frank. Good luck, Frank. Goodbye.

THE STRANGER: Impressions were coming a little too thick and fast for False Frank.

Where did she get the amulet?

What kind of place is this he's in?

How did she know his name?

The feeling of being terribly alone creeps over him.

ALFRED OVER PHONE: Yes, yes, immediately.

Officer, get here as soon as you can.

I'll try to hold them off as long as I can.

Yes. Immediately.

Help!

Arrest this man, Officer.

I haven't got time to explain.

THE STRANGER: Without a word of protest,

False Frank taking the blame

goes meekly to jail for what others have done.

Rejected now by all.

Cigarettes for everybody.

FRANK: Do you live in this town?

I'd hardly call it living.

What did you say your name was? Ralph?

Frank! I said my name was Frank. Frank! Frank!

There's no need to be overly gentle with her. Ja.

Come along, come along.

Set her down.

Down. Up against the wall there, ja.

Right there against the rock.

Oh, it's so nice to be with one's own flesh and blood again.

Oh, prepare the operating room, ja.

Uncle Claude!

Here's some company for you, Plethora.

Plethora!

Where did you find this?

Frank gave it to me.

Frank! My name is Frank!

I'm "The Frank."

Up there, you know? Out there? Frank! That's me. Frank! Frank!

Don't you recognize me after all I've done for you?

I've been flying around here for nothing?

Have a drink, Ralph.

Frank! Frank! Frank! Frank!

Frank! Frank! Frank!

Boss, it's not working!

Frank's down there destroying the whole town

and men down there trying to kill him.

Trying to destroy the town? He can't do that.

Not when I have anything to do about it.

THE STRANGER: The big fight was over. The people had lost.

Frank had won against heavy odds.

But now he noticed a funny feeling on his cheek.

Strangely, for the first time, he was bleeding.

Screwnose...

The door.

THE STRANGER: What The Boss really needs now, is a way.

Any way to finish off Frank.

And that's exactly where loyal Alfred enters the picture.

You are interested in knowing certain secrets that pertain to Frank.

You might listen to this.

All I ask is that you leave Miss Lois unharmed.

Alfred.

THE STRANGER: Now, Alfred clues the mob in on Frank's Achilles head.

Tells them how to control Frank through his cerebral shortcoming.

The forces of evil now have the upper hand,

as once again they storm the bastions of the good penthouse.

It's quite simple, gentlemen.

Here is the Doctor's screen.

And here, gentlemen, is the Doctor's microphone.

With this microphone, you can contact Frank.

Oh, Alfred, why did you do it?

I did it for you, Miss Lois. It was either him or you.

Oh.Frank!

Frank!NEEDLES: It's Frank!

THE BOSS: Can you hear me?

Hey, Frank, this is your friend.

The jig is up. From now on you're in my power.

NEEDLES: Looks like he's coming back.

THE RAT: Let's get out of here.

LOIS: Oh, boy, now you're gonna get it, you bullies!

Coming back? Sure, we'll take Miss Lois with us.

No! Let go!THE CAT: What about Plethora?

What about Plethora? She's too much trouble.

Where's Needles? Get me Needles.

♪ Some nights, it just rains tears

ON RECEIVER: ♪ A cloud of memories

♪ Will stretch across

♪ The sky

♪ Until it disappears

♪ But when you're all alone

♪ I wonder if you dream

♪ Or think of me at all

♪ I know you must

♪ Oh, yes, I'm sure you must

♪ Because some nights it just

♪ Rains tears

THE STRANGER: Those of us who were near him at the time

could feel the stirring in False Frank's soul.

Something, we couldn't say what,

had come over to him in that moment.

From this point onward,

we come to a rather simple, but obvious conclusion.

First, there's someone to see False Frank.

Someone to see you.

ALFRED: And after that the mob got Miss Lois and then I informed,

and I found out what Frank was really like, just as I suspected.

And so there you have it. That's the whole story up to now.

And there's no time to waste.

You're the only one in this town who can help, I'm convinced of it.

Why I can tell by looking at your face.

Uh, this is the destructive device.

If I was to throw this switch...

ALL: Oh, no!

Oh, no, not yet. I would have to throw these other switches.

Here. And then, I throw them all at once.

Then exactly at 6:00,

when the broader hand of the dial was on the very brink of six,

the whole town will go kablooey!

Perhaps, the whole world will go kablooey!

Ja, you want me to throw it, ja?

Say, yes, please. Say yes.Claude! Claude! Claude!

You're a madman! I don't want this town blown up.

You don't have to it.

This is my town, this is my hometown!

I grew up here, Claude. You're crazy!

No, let's get out of here, boys.

You're crazy!THE BOSS: Come on!

Rat, you're a pea...nut.

I'll show them a thing or two.

Two, three. When it reaches 6:00, kablooey!

Kablooey!

THE STRANGER: In a matter of moments,

Claude will tell The Boss what he's done.

And then there'll be a mad hurry-scurry to get out of town.

CLAUDE: I'm not a madman, I've just had a very unhappy childhood.

By the by, I set off the hideous destructive device.

And right about now, we should be seeing the city destroyed.

THE BOSS: Come on, get out of here!

This is going to be the biggest smoke crime in history.

CLAUDE: Ja, why not.

THE STRANGER: While up above, a lonely figure soars.

THE BOSS: All right, faster, faster!

Come on, Screwnose.

THE STRANGER: Can the city be saved?

THE BOSS: Step on it!

THE STRANGER: Is there time?

Doom is just seconds away.

Hurry! Oh, no.

THE BOSS: Oh, that crazy madman!

Ahhh! Ahhh! There it is!

The city's still there.

I've had some of my greatest adventures there.

That man, he's a madman!

We've got a flat tire.

THE BOSS: What?

SCREWNOSE: The tire's flat.

Ah! That's what it was. The tire was flat.

CLAUDE: I would be very happy to help you to put on a fresh rubber tire.

Oh! You're crazy. I'll do it myself.

THE STRANGER: The Boss has had enough of Claude's fixing things.

What's this? Bound and gagged.

It's False Frank, of course.

That was the day The Boss had the smoke taken out of him.

You can't do this to me. I'm an Argentine national.

THE STRANGER: And it's the end of the road for the mob.

The cops will scarcely be able to believe their eyes.

The Boss and the henchmen, all together at one time.

OFFICER 1: Hey, you guys, it's The Boss and the henchmen,

all together at one time.

OFFICER 2: At last we got 'em.

OFFICER 3: Did you do this by yourself, miss?

No, he did.Who?

Where is he?OFFICER 3: Who?

Where'd he go? He was here a minute ago.

Who?

Why, Frank!

His name is Frank.

THE STRANGER: They call him Frank. Somehow, he's become Frank.

Here, now, the legend of Frank is born.

They tell in the city of how Frank captured The Boss and the gang single-handedly,

and freed the town of evil.

The legend will grow.

And people will be secure in the knowledge that Frank is always there.

Somewhere, ready to come flying down the instant before evil strikes,

to save them.

So, you see, Frank, you're needed here.

We're all counting on you.

You can't go now.

Frank, stay. Come on, Frank.

Please, stay.

Frank. But Frank goes on, leaving us all to our own endings.

But there was one more thing he had to do.

And so it was that Frank returned to the river of his youth.

Bringing with him his hopes,

and his memories,

and his dreams.

They were all together now.

Everyone was proud of Frank.

Ma and Pa were there, too.

And although they felt that he had changed,

they couldn't tell how.

They just drift onward.

They do not seem to know where they are going,

nor do they care.

And no one will ever see them again.