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NARRATOR: In the beginning, they were just ordinary street rats until...

They were captured by man and taken to NIMH,

the National Institute for Mental Health.

They went through experiments.

For some strange reason, they become intelligent.

They found they could read.

And so, they escaped through the ventilation system.

None of them would've survived,

were it not for the incredible bravery of that great mouse, Jonathan Brisby.

But alas, he could not save himself.

The wisest of creatures, the Great Owl, once said,

"Jonathan Brisby was the bravest of them all."

Tonight, we journey to Thorn Valley.

We must leave no evidence that the rats of NIMH ever existed.

But Jonathan Brisby's widow and her family stayed behind

in the home they'd always known.

The prophet Nicodemus

predicted that NIMH will again thrust its evil on the rats.

And a son of Jonathan Brisby will be chosen to save them.

[BOISTEROUSLY LAUGHING]

[LAUGHING] I'm gonna catch up!

-You better watch out, Timmy! [LAUGHING] -Uh-uh, no way!

-[LAUGHING] Whoo! -Whoa-ho-ho! Whoa!

-Hey! Oh... -The last one back's a load of kitty litter.

-[LAUGHING] -Whoa! Ooh... Hey!

Get back here! Oh!

Oof!

-Martin! -Yee-haw! [LAUGHING] See ya, Timmy.

Martin! Hey! Come back!

Time for a shortcut.

[PANTING] Martin!

-[OWL HOOTING] -Huh?

[SCREAMING]

[GRUNTING] Huh!

-Hey! What's going on! -[ALARM BEEPING]

[PANTING] I think we've caught one, Dr. Valentine.

Help! I'm trapped!

-Martin, help! -Timmy!

Ooh! I told him to stay on the path, he never listens.

Martin! Help me!

-[GRUNTING] Lift the door! -[DOOR CREAKING]

-[GRUNTING] -Run!

-[DOOR SLAMMING] -It has to be one of the escaped rats, Doctor.

He was smart enough to undo the latch. Huh!

They must be close.

[RUSTLING]

It's them! [PANTING]

This was our last race together and I ruined it.

I'm sorry, Martin.

No.

I'll be the sorry one, if something happens to you, hero. [CHUCKLING]

Don't call me that, Martin.

You're the hero type. Not me.

-Oh, Nicodemus should have chosen you. -For once, you're right.

I'm older and stronger than you.

[SCOFFING] If Thorn Valley wanted Jonathan Brisby's son,

why'd they pick the runt?

It's true, I mess up everything.

Look, I'm sorry, Timmy. You'll do great! Really!

Come on, or you'll miss your flight.

Hey! Wait a minute. I've got something for you. Here!

-A going-away present. -Golly!

For real? Teach me.

-[SMACKING] -TIM: Wow, what a shot!

Just set your sights, concentrate on the target, then let her rip.

Come on, Timmy, you can do this. Aim a little high now...

And fire!

[SMACK] Ooh! Ooh...

[LAUGHING] That's using your head, hero.

I know you're trying.

Just remember, some try, Brisbys do.

When I grow up, I wanna be just like you, Martin.

Yeah, well... I think ever everybody else got a different mouse in mind.

-I can do it, just like you. Ahhh! -Timmy!

-[AIR WHOOSHING] -Landing gear down, Ah!

Ah! Ow! Ow! I'm hit! I'm hit! Mayday! Mayday! [GASPING]

Incoming! Whoa! Whoa! [YELLS]

Prepare for a water landing!

-Oh, my. [CHUCKLING] Are you okay, Jeremy? -[GASPING]

[SPITTING] I'm okay. No problem.

-[SIGHING] -I'll fly Timmy to Thorn Valley, no problem.

The white zone is for the loading and unloading of passengers only.

-[GROANING] -There.

Now, son, you listen to your teachers, Justin and Mr. Ages.

-Okay? -Okay. But...

And what do you do, if you're ever really in trouble?

-Run. What else? [LAUGHING] -[LAUGHING]

-[CLEARING THROAT] -Oh!

I'm supposed to find the Great Owl, just like you did, but...

That's my boy.

But, Mom, I don't want to go.

Timmy, we all know what your father meant to the rats of Thorn Valley.

Yeah, yeah, yeah.

He helped them get away from NIMH. Pop was a real hero.

That's right! And...

-I know. And you want me to be like him, but... -But nothing.

Okay, hero, let's saddle up.

Come on, Jeremy! Time to make tracks.

That's exactly why I'm here. So, let's hit the road.

Well, when I say road. I mean, hah, that highway in the sky, actually.

-[CHUCKLING] -Nah, keep it.

Someday, you'll figure it out.

-I'll miss you, Martin. -[GRUNTING] Timmy.

-You're the best big brother ever. -[GASPING]

-[GRUNTING] -Are, are you sure you know the way, Jeremy?

Piece of cake, Mrs. B.

Thorn Valley is, um, you know... [CHUCKLING]

Let me think. Why it's, um...

-South by south by south. -Right.

Right. Right. South by... What you said, exactly.

As the crow flies.

Bye, Mom!

Bye, Timmy! Be good.

Don't forget to write.

-So long, everybody. -Bye, Martin!

Okay, a little momentum.

-Hold on to my feathers! Here we go! -Bye, Timmy!

Whoa! Oh, I lost altitude. My right rudder!

-Okay, we're... Ooh! -[GASPING]

-We have lift off! -Oh, no.

Yo! All right.

Watch over our son, Jonathan.

Well, my nephew's off to a grand future.

-What a lucky boy! -MARTIN: [SCOFFING] Yeah. Lucky is right.

I'm older and stronger, but, but, he gets to go!

It's not our decision, Martin.

The great Nicodemus foretold it.

Big hairy deal.

-Just because some old rat says Timmy gets to... -Don't be rude.

Nicodemus wasn't just some old rat, young man.

-He was the... -I don't care who he was.

-Oh! -I have a destiny, too.

[SOBBING] It's just not fair.

-Martin... -Oh, the heck with him!

He always was a rude little piglet.

Whoo! Yeah!

Whoa! So, kiddo, how you doing?

-Kiddo? -Oh, I'm okay.

Okay. Okay? That's it?

Well, I guess I'm just wondering why Thorn Valley's so great.

Oh-ho-ho. That's easy. I mean...

Uh, Thorn Valley's great because... Well, because...

Because, there's nowhere else like it.

Nowhere else comes close. It's the past, it's the future.

It's a blast. It's the most sophisticated city

and its sleepy village green.

From the Ice Age to the Mice Age,

and everything in between. Ha, ha! Come!

Make the most of your life!

Whoo-hoo-hoo! Look!

-Whoo-hoo! -Whoo-hoo! [LAUGHING]

Jeremy! This is awesome!

Woo-hoo-hoo!

-Whoo! -That's Tim Brisby!

-Hey, come on! Let's go! -There he is! Timmy!

-Hello, down there! -Welcome!

-There it is, Jeremy! -I'm coming.

I'm coming. Hold on.

-Yay! -Hip-hip hooray!

Whoo!

-Whaa! Ah! [GRUNTING] -Whoa, Jeremy, don't. Uh-oh.

-[GASPS] -Whoa!

[ALL LAUGHING]

♪ You wanna relax Then take what you please

♪ There's candy galore and it's all made of cheese

♪ Wherever you look another surprise

♪ Just stick around you won't believe your eyes!

♪ Come make the most of your life

♪ The finest, sweetest nicest life

♪ And I suspect the micest life

♪ Come on Find out what it's like!

♪ You wanna play ball

Swing!

♪ And hit a homerun

♪ You wanna play loud You could be number one

♪ So lie on your back and float down a stream

♪ Or hold your breath and shut your eyes and scream ♪

Whoa, whoa!

[LAUGHING] Whoa... Whoa!

-[LAUGHING] -That's it! That's it!

-Whoa. Whoa. -[VINYL SCRATCHING]

In you go!

♪ Come make the most of your life

[CHUCKLING]

♪ The wildest acrobatist life

♪ The micest and the rattest life

♪ Come on I know what it's like

♪ You wanna invent you wanna explore

♪ To come up with things no one thought of before

♪ To aim for the stars you set your sights high

♪ You won't know if it works until you try

♪ Come make the most of your life

♪ The sorcerer's apprentice scientificest rodentest

♪ Come on find out what it's like

♪ Come on in to the greatest kind of life

♪ To the best and the latest kind of life

♪ The tried and the true the newer than new

♪ The way that the world should be

♪ Help yourself to the greatest things in life

♪ To the best and the latest things in life

♪ The safe and the sound what's yet to be found

♪ As far as your mind can see

Why me? Why now?

♪ What is it I'm meant to do?

♪ The best you can

♪ The answer is up to you

♪ So...

♪ Come on in to the greatest kind of life

♪ To the best and the latest kind of life

♪ The tried and the true the newer than the new

♪ The way that the world should be

♪ The safe and the sound what's yet to be found

♪ The way

♪ that the whole wide world

♪ should be

Dad?

-Welcome, young Master Brisby. I'm Justin. -Huh?

And I'm Mr. Ages. We're here to teach you.

Teach me what, Mr. Ages?

Anything and everything.

To help you become the best you can be.

Ah... [LAUGHING]

Timmy, you've got to be ready mentally and physically. Ha-ha!

Woo-hoo! But ready for what? Whoa!

-Whoa! Ooh! -[LAUGHING]

To fulfill your destiny.

[RUMBLING SOUND]

To fulfill my destiny?

Everyone keeps saying that, but I don't know what I'm supposed to do!

Right now, nobody does, Timmy. You've got to adapt and improvise.

All right! Take it on up, now.

All right! Swing away, brothers. Over to the tree, now. Good job!

Oh, boy!

Mmm...

Whoa! [GRUNTING]

[CHOMPING]

[BIRDS CHIRPING]

You know, Timmy. When your father saved the rats of NIMH,

he didn't know that was his destiny.

But I'm not my father!

Well, let history be the judge of that. Shall we?

[SNAKE HISSING]

[GULPING]

-[HISSING] -And don't come back!

Whopsicus sylvestus. Hmm.

Campanura rutandifura.

-Reptelicus Airbornicus -Mr. Ages!

[PANTING] Did you see it, Mr. Ages?

That old snake won't be hunting us for breakfast anymore.

Hmm. No? I suppose he won't.

Well, at least I know what happened

to the weather balloon I asked you to get for me.

Oh... I'm sorry.

I was just trying to help make the valley safe.

The valley is safe enough.

As long as it remains unknown to the outside world.

Oh, my boy. What have I been trying to teach you all these months.

Um...

That it's okay for guys to wear the same underwear three days in a row?

Well... [CHUCKLING] Well, that was just between us.

Now, what else?

I've got to think things all the way through.

AGES: And if snakes go flying through the air,

humans might find out about Thorn Valley.

-And then we might be in real danger. -From who?

-From NIMH! -What's NIMH?

Let's hope you never find out.

Your father saved us from NIMH.

We wouldn't be in Thorn Valley if it weren't for him.

Jonathan Brisby was a great mouse.

And you're his son. You can be every bit remarkable as he was,

if you think things through.

Always see the big picture.

I'll never be you.

♪ Never live up to the deeds that you did

♪ Why don't I have you

♪ To show me the way?

♪ You're everyone's hero I'm only a kid

♪ I never knew you

♪ All that I know is the fame that you've won

♪ I never had you

♪ to show me the way

♪ You're everyone's hero

♪ I'm only your son

♪ One day, they'll know me

♪ They'll hear what I've done

♪ I will show the world

♪ I'm my father's son

♪ I'll face any foe

♪ Undertake any quest

♪ Any challenge, any task

♪ I'll prove I'm the best

♪ I'll always have you

♪ I am a part of the tale you've begun

♪ You will be with me

♪ Each step of the way I'll make everyone's hero

♪ Be proud I'm his son

♪ One day, you'll see

♪ I will equal your fame

♪ I will show the world

♪ I deserve your name

♪ And they'll tell our story

♪ they'll know what we've done

♪ One day I will show the world

♪ I'm my father's son

♪ One day I will show the world

♪ I'm my father's son

-Tim! -What did I do now?

Know where I can find a volunteer for tonight's collection detail?

Hmm... Me?

Justin, where to tonight?

Where the humans live, to collect things they throw away.

-Shh. We are almost there. -What do I have to use a whistle for anyway?

Whoa. To warn us in case Killer shows up.

Killer?

The meanest, baddest watchdog around these parts.

Yeah, he could be anywhere.

So keep your eyes open.

-Hold it. -Huh?

You stay here and keep watch.

But, I wanna be in on the action.

You're not ready to be a hero, Tim.

Don't blow it, kid.

I mean... You know what I mean.

-But I... -No buts, you are part of the team.

Stay on guard.

Tag-along-Timmy. That's all I'm ever gonna be.

I'm never gonna see any real action.

[SIGHING]

-Almost there... -Guys, guys! Keep it down, keep it down.

Don't leave my post. Don't leave my post.

-[CRASHING] -Huh?

Who, who's there?

[GLASS BREAKING]

Hey!

[LOUD METALLIC THUD]

[GROWLING]

-What are you doing up there? -Trying not to starve.

-What are you doing down there? -I'm standing guard.

Hmm. Looks more like sitting to me. [SIGHING] My name is Jenny.

I'm Timmy, er, Tim. Thanks for the lift.

You're welcome, Timmy-Er-Tim.

So, you from around here?

-No, I'm from the ci, ci, ci... -What's the matter?

-Cat got your tongue? -Close!

Hey, who turned off the lights?

[GROWLING]

Run for it!

-[BARKING] -[PANTING]

Run!

-Head's up, guys! We've got company. -He left his post!

-[GROWLING] -I should have listened!

[BARKING]

-Tim! -We're coming, Tim!

[GROWLING]

[HOWLING]

[YELPING]

Whoa! Tim!

-[BARKING] -Jenny!

-[BARKING] -Get back.

-Jenny, are you all right? -Yeah. Ow...

-Automatic gate closer. -Automatic gate closer.

-An automatic gate closer! -You can read?

Uh, come one. Help me get this thing out of the way.

Of course. I'm with you.

[GROWLING]

-[WHISTLING] -Justin!

Brutus! Over here!

-Hungry, big guy? -Killer want a cracker?

Just a couple of more seconds.

Come on! Tim?

[BANGING]

[BARKING]

She can read.

Read?

JUSTIN: Tim, you left your post. You put us all in danger.

-But I... -You've got to learn to listen.

You always think you know better than everyone else.

I know and I'm sorry. But that doesn't change the fact that Jenny can read.

Is that true, young lady?

-Can you really read? -Yes.

Look, I've been sent here to find you.

To find us? We don't want to be found.

-Who would know about us? -My parents to start with.

-And who might your parents be? -The McBrides.

-The what! -Well, I'll be.

-Two of the lost six! -That's impossible.

They were lost when we escaped from NIMH.

No. They were swept away into the ventilation system but they ended up in the basement.

They stayed there till the injured got better.

Just when they tried again to escape, that's when it happened.

-Quickly! Run! -Come on! Hurry! Oh!

-They were recaptured by Dr. Valentine. -[LAUGHING]

Everything has changed at the labs.

Dr. Valentine is crazier than ever!

My parents and the others sent me to find you!

-You've just got to help. -I'm afraid you ask too much of us, Ms. McBride.

But something terrible is about to happen at NIMH.

No one knows what it is, but it has something to do with the next full moon.

AGES: The full moon?

♪ O sole meow

♪ Though milk is nice

Oh, sing it, Muriel.

[PURRING]

♪ Listen to meow

♪ My love is...

♪ Mice!

-Hey! -Hey!

-What... -[GIGGLING]

Here, kitty, kitty...

-Hello! At least someone appreciates talent. -[CHUCKLING]

Wait! I'm the one with the talent.

Nice, kitty, kitty, kitty...

[SNIFFING] Mmm... Oh...

Stinking, rotting fish... [GIGGLING] My favorite cuisine.

-Ooh... Um... Yeow! -Excuse me! Where are your manners?

You hairball with feet!

[GIGGLING] Yeah... I'm sorry. After you, my little nightingale

[GIGGLING] Whoa!

Oh, wait up, snookums. Might I have your leftovers?

Over my dead body.

[EVIL LAUGHTER]

[CATS MEOWING IN DISTRESS]

What's taking them so long to decide?

Don't worry, Jenny. Mr. Ages says good things come to those who wait.

I can't wait! Do you have any idea what it's like at NIMH?

They're living in cages, waiting for the scientists to do who-knows-what to them.

How could you know... I mean, just look at this place.

I'll bet no one here ever worries about their family.

Well, I do. I haven't seen them since I came to Thorn Valley.

[GASPING] They're here.

-The answer is "No", isn't it? -We're very sorry.

The council decided that the risk to Thorn Valley was just too great.

-We can't go. -I guess, I'm going to have to do it myself.

I'm not going to let anything happen to my mother and father. And that's that!

We can't let you leave.

There are guards everywhere, watching our every move.

We're trapped. And I thought NIMH was a prison.

[DOOR OPENING]

Ah, Ms. McBride. I've made a bed for you in the observatory.

I hope you'll be comfortable. Good night, children.

-Sorry to keep you a prisoner. -I've got to get out of here somehow.

Of course, it would be a lot easier with some help.

Oh, well. They just don't want you telling anyone on the outside about us.

Wait a second!

How'd you know about Thorn Valley?

When I was little, I remember a mouse in the cage next to ours

telling my parents how the rats that escaped from NIMH

had settled in a place called Thorn Valley.

And that if any of us ever escaped,

we should promise to go there and ask the rats for help.

-Yeah, right. -But how did you ever find it?

I remember him saying it was, "South by south by south."

Martin said that...

You know, I'd forgotten, but I think that was his name.

-How did you know? -Martin's my brother.

My mom's letter said he disappeared.

She had no idea what happened to him.

-Well, he's at NIMH. -No!

Martin's at NIMH? They captured him! Is he all right?

I hope so. The scientists took him away right after that.

Wait! Maybe if I tell Justin about Martin...

I mean, I could try to...

Tim, you've got to have the courage to follow your heart.

I'll say, "Hi" for you when I get back to NIMH.

You mean when we get there. I have to save my brother.

AGES: Sound the alarm! Sound the alarm!

Yeow! What in the name of Nicodemus!

She's gone into the canal! And Tim is with her!

Go! Get the others! I'll catch them at the bridge!

Okay! Party's over!

Huh! What the... Well, what do you know!

-We've got to stop them. For Thorn Valley's sake! -Can you hurry!

Yes. Where are they?

-Spread out along the canal, they won't get far. -All right.

AGES: I'll take the left. Hurry. BRUTUS: I'll go this way!

What... Well, I'll be.

Er, are you sure you've flown one of these things before?

Ah... Hundreds of times... From the ground.

If we die, I'm going to kill you.

We're not gonna die. We're on a mission.

Don't worry Mom and Dad, I'll save you!

Even Dr. Valentine can't stop us!

NIMH, here we come!

I gotta admit,

the view is not too shabby.

[BOTH SCREAM]

What was that?

-I don't know! -[BOTH SCREAM]

-[HAWK SCREECHES] -Hawk!

[SCREECHES]

-Ahhh! -Hold on!

-Tim! I'm falling! -Jenny! Uh-oh!

-Oh! Oh! -Look out!

-[HAWK SCREAMING] -Don't let go!

It's going to be okay!

-[SCREAMING] -Ahhh!

-Tim! He's coming! -Hang on! Hang on!

-Oh! Oh! Oh! Oh! -Look out!

-[HAWK SCREAMING] -[SCREAMING]

-Ahhh! -He's after me!

[HAWK SCREAMING]

[SCREAMING] [SCREAMING]

-Ahhh... Oh! -Whoa, what a ride!

-I told ya, if we died, I'd... -Hey, we're still alive.

Not for long.

Er... I...

Anymore bright ideas?

-[HAWK SCREAMING] -Just one.

-Run! -Come on!

-[HAWK SCREAMING] -Hurry, Tim! In there!

[HAWK SCREAMING]

-Ahhh! -Ahhh!

-Ahhh! Oh! -Oh!

[LOUD SCREECHING SOUND]

And don't come back!

-Is he gone? -He is now.

What was that?

I don't know and I don't want to know.

Tim... Anything around here look familiar?

No.

We'll never get to NIMH before the full moon.

My mom and dad are doomed.

Poor Martin.

Hey! We could look for the Great Owl!

That's what my mom said to do.

Birds, bugs, and beasts,

stir your stubs. Come and see the Great Owl.

I don't care if you wear flesh, fur, fins, or feathers,

you got a problem, the Owl's the fowl with the answer!

[HAWK SCREAMING]

-Hey, not so fast there, shortstuff. -Ow!

The way it works is this...

You want something from the owl,

you gotta have something for the owl.

-How about this? -A twig!

Hah! We're in a forest and you bring a twig!

What's next? A leaf? Some dirt?

Beat it, kid! Go find a nice trap to play in.

-Who are you anyway? -The name's Cecil.

I'm the Owl's spokesbug, you might say.

You wanna see him, you gotta deal with... Ow! Hey!

The Owl... Now...

Ow! Easy on the tootsie, tootsie.

I paid good money for this pedicure.

-Mmm... -In there, mention my name, you'll get a good seat.

I'm going in.

[ELECTRICITY CRACKLING]

-Yah! -Oh, marvelous.

By the time the full moon rolls around, I'll have an army of animals ready.

Now, you brainless furballs, you can be my personal servants.

Pass the hat, cat.

-Yes, my liege. Yes, my evilship. -That's Dr. Valentine to you!

Yaaaah!

Actually, that's enough. Oh... Actually...

Yes, buh... Yes, Dr. Valentine.

Smile...

Oh, one by one

the last pieces fall neatly into place.

Back off, Floyd, you bozo, you know I look lousy in a hat!

Boy! No! Not, not that! No!

Whoa! I... No. Oh, my hair, Floyd.

Please, no, it's not even my...

Floyd! Whoa!

Oh! Ahhh!

Anyone here?

Tim! Be careful!

Did you bring your salute? Maybe a sparkly.

-Uh, uh, no! -What!

-Then be gone with you! -I'm not going away.

You dare challenge the Great Owl?

Oh, no. I, I just need our help.

Ah, hoot?

I mean... Who goes there?

My name is Timothy Brisby.

Really? I knew a Timothy Brisby, once.

-I mean, who is this Timothy Brisby? -Ahh!

-Tim! -It smarts! Oh-ho-ho! Ow! How'd that happen?

Help me out of this.

Hi, Timmy! Remember me?

-Jeremy? -Er, ya, ya, it's me. Long time no see.

-Say, could you help me out of this? -Yeah, sure thing.

Oh! Quick fire, Tim!

Ow, ow, hey! Do I look like a pinata?

Yeah, Jeremy, you do.

Wait, h-hold on! You know this guy?

Yeah, he's my friend.

All right, I'll take it from here.

-Hey, what's going on here? -Ooh! Ahhh!

-Put a zipper on it before you say something stupid. -Ow! Ow!

Make that stupider. And you two,

take a seat!

I'm going to tell you what the Great Owl can do for you! Ahem!

♪ He'll solve your problems He'll tell your future

♪ He'll work things out so their bound to suit ya.

♪ He'll read your stars and he'll read your mind

♪ And he'll find the way you should go

♪ Take the chance of a lifetime

♪ Find out what you should know

♪ A quite sensational inspirational, magic mystery show

♪ A fortune-telling a magic-spelling

-♪ without the spelling... -♪ A snake oil selling

♪ Conjuration A celebration!

♪ So stop the party! Let's go!

♪ Take the chance of a lifetime Find out what you should know

♪ A revelational scintillational magic-mystery show

♪ When life is grim and things are drastic

♪ just see me and all's fantastic

♪ Ask for payment he's elastic

♪ He takes cash or gifts, or plastic

♪ Take the chance of a lifetime Find out what you should know

♪ A stimulational, excitational magic-mystery show

♪ What could be more perfect for a couple of old hams?

♪ We supply the mumbo-jumbo They supply the clams! ♪

-Jeremy, can you fly us to NIMH? Jeremy! -Man, dig that groove.

What's a groove?

Hey, this is cool.

-Well, what did Jeremy say? -Man, feel that groove.

♪ He'll solve your problems he'll tell your future

♪ He'll work things out so they're back to suit you

♪ He'll read your stars and he'll read your mind

♪ And he'll find the way you should go

♪ Take the chance of a lifetime Find out what you should know

♪ A recreational, captivational magic-mystery show

♪ A fortune-telling a magic-spelling a doubt dispelling

♪ a forest dwelling a conjurational celebrational

♪ So start the party Let's go

♪ Take the chance of a lifetime Find out what you should know

♪ An elevational transformational magic-mystery...

♪ Take the chance of a lifetime Find out what you should know

♪ A educational, jubilational magic-mystery show ♪

-Hey... -You're wig!

Oh! I say, wait! That was for your own good.

An illusion, show business. Thanks so much, folks. Drive home safely.

-Wait... -Have you no mercy

for a poor, featherless, molting crow...

I, I, I, I mean, owl!

-Molting! -Molting!

Get that crow!

-Yeah! -Yeah!

-Get that crow! -Get that crow!

Come on! Let's get the caterpillar.

Ahhh!

Get outta Dodge!

Jenny, Tim, let's vamoose! Where are you?

Cecil! Jeremy! Hey, over here!

Yeow!

-Tim, my hand! -Always leave them wanting!

JEREMY: What were you two kids doing in the forest anyway?

We were on our way to see my parents.

Jenny, this is Jeremy.

He's the one who flew me to Thorn Valley a long time ago.

Happy to be the pilot! Would that be first class or coach?

There are some crackers in the nape of my neck.

This is the greatest, isn't it, guys?

The wind in your face. The bugs in your teeth. Not a care in the world.

There it is.

JEREMY: Oh, jeepers creepers. What a... What a spooky place.

-So, where are we anyway? -It's NIMH.

NIMH! What! Any place but NIMH! No! Oh...

You should've told me.

Okie-dokie! That's it! Last stop. Everybody, get off my back.

You are on your own, kids.

What they do to animals in that place!

Oh! If I go in there, I'll never make butterfly.

That's it! I am not going one feether farther.

Uh, one father further. One feather farther.

I gotta get outta here!

-I can't get it open. -Shh... Come on, let's go.

Hurry, Tim. We've got no time to waste.

This way.

So, this is NIMH.

Wow, this is really creepy.

Come on, let's go.

-[GASPING] -[BALL BOUNCING]

[WHIMPERING]

[BARKING]

Jenny, look! What happened to them?

Dr. Valentine is mad.

He's turned the humans into dogs.

Come on. We've got to find my parents and get out of here.

-TIM: It's so quiet. -Too quiet.

Someone's coming!

ALL: Left. Left, right, left!

Left! Left! Left, right, left!

Left! Left! Left, right, left!

Those are the biggest rats I've ever seen in my life.

Keep an eye out. There are bigger creatures than that in this place.

Left, right, left!

Left! Left! Left, right, left!

Thanks.

Come on.

Left, right, left!

Left! Left! Left, right, left!

There!

Wait!

-Run! Jenny, run! -Hold on, Tim.

-It's okay. -Justin? What are you doing here?

We decided Jenny was right.

The lost six belong in Thorn Valley.

So, we came here to help rescue them.

-Watch our backs. Would you listen! -Not again!

Fine. Leave me behind. I'm going to look for my brother.

Martin... Martin, where are you?

Mom! Dad! You're all right!

Jenny, you shouldn't have come back.

The moon is full tonight. We're all in danger.

We'll have you all out in a second.

-Hey! Jenny? -Justin, is that really you?

To the rescue! Let's get you outta here.

-Gotcha! -Oh!

Oh, I'm so sorry. Did I startle you?

-Martin? Oh, no! -JENNY: Tim! Cats!

Three blind mice... See how they shan't run.

Oh, man, why didn't I listen?

Oh, no, you don't.

Oh, no, no, my little scrumptious scone. Now, come here.

What the...

What are you thinking, Floyd?

But they make such a lovely stew, you know.

A few carrots, and some nice bevy of greens...

Floyd!

The good doctor will make a stew out of us if we hurt any of them!

Muriel. I don't want to hurt him.

I merely want to eat him.

[STAMMERING]

I'm sorry, everybody, It's my fault.

I wasn't a team player.

Here you go, boss.

-Oh! -Oh!

Dr. Valentine!

-More recruits! -Yes, sire.

And we didn't even eat any.

I wanted to make a lovely stew, of course...

-I, I... -Put a sock in it, Floyd.

Dr. Valentine, fetch!

[BARKING]

Little Timothy.

How you have grown.

-Huh? Who? -You bruise me.

I suppose I have changed a bit. But for the better.

Don't you think? Hero...

-Martin. -Ah! Not quite, brother.

It's me, the new-and-improved Martin.

Martin, what's wrong. What's happened to you?

"Happened"? Why, life happened that's what!

And I made the most of it. Don't you think?

♪ I was far too smart from the very start

♪ Cause our father changed from NIMH

♪ I began to grow

♪ Little did he know

♪ I had my own plans for him

♪ He thought I was tame Hah! Just my little game ♪

♪ And this all became... Mine!

-[GASPS] -What?

♪ They all do as I say No one stands in my way

♪ Everybody here is happy Or I have them Slightly altered

♪ I can do as I please I can change things With ease

♪ Horns or hair Or fin or feather

♪ I control The wind and weather

♪ We can rule the world Together If you come with me ♪

Tim...

♪ You'll be happy Oh, so happy When you come with me

♪ You'll be king of Everything of All that you can see ♪

Ha ha ha!

-Just say yes, hero. -No!

♪ Think what we two can do You and me, me and you

♪ Buck yourself up Don't look so sad

♪ We'll have more Than dear old dad had

♪ Butterflies and Pretty flowers

♪ Sunny skies And superpowers

♪ Silver streams And fluffy kitties

♪ Laser beams And rubble cities! ♪

Dad wasn't crazy!

♪ Take your chance While you can Join in my master plan

♪ You won't tell me I'm too gabby ♪

♪ When I'm ruler Of Thorn Valley!

-No! -No!

No!

♪ All of it will be mine Every day will be fine

♪ All the trains Will run on time

♪ And there'll be No more wars and crime

♪ And I'll reduce Your brain to slime Unless you just say yes!

♪ You'll be happy Oh, so happy If you just say yes

♪ Oh, poor fellow Mind like Jello Such a nasty mess

♪ Come on in to The greatest kind of life

♪ To the best and The latest kind of life

♪ You'll be happy Nice and happy Perfect happiness

♪ Beyond measure Purest pleasure If you just say yes! ♪

No!

♪ It's our chance to rule Don't let it slip away

♪ Don't be upset It won't hurt much

♪ You won't regret it If you just say yes ♪

Whoa!

Just say yes.

No!

[BUZZES] Wrong answer.

[SCREAMS]

Tim!

I say, I've caught a mouse. Hi.

Whoa! Ah, ah. May I devour him, your vileness?

No! But for now, maybe something a little more accommodating.

For a long-lost brother.

I know! A ringside seat.

So you can watch me unfurl my master plan!

-Tonight the moon is full, and I attack Thorn Valley! -No!

Your soon-to-be-zapped friends will be my willing soldiers.

Quite a shock. No pun intended.

-You're insane! Ow! -Thank you.

Now, She has real spunk.

Not like you, hero. She has real potential.

Take her to my personal chamber.

[SNARLS]

Put me down, you feline freak.

Hoo hoo hoo. She'll make a perfect queen for my new realm.

Her attitude just needs a slight alteration.

Place the others in with their old friends.

After all, they have so much in common...

No future.

You'll be happy to note that this cage

was one of our father's particular favorites. See you soon, brother.

Then again, maybe not.

Martin, don't do this!

[LAUGHS MANIACALLY]

TIM: This is all my fault... Why didn't I listen?

♪ One day They'll know me

♪ They'll hear What I've done

♪ I will show the world

♪ I'm my father's...

Bet you're proud of me now, Dad.

♪ What can I do?

♪ What have I done?

♪ I've only managed To hurt everyone

♪ Why did I think I could Ever be any good?

♪ Why'd you have me For a son?

♪ What I have done Can't be mended

♪ All you've begun I have ended

♪ So much I'll never say

♪ So much to throw away

♪ Both: All I had is gone

♪ So much To say to you

♪ So much to share With you

♪ All I had Is gone

♪ All I had Is gone ♪

[APPLAUSE] Very nice.

[GASPS]

You'll make someone A very nice doormat someday.

Cecil? What are you doing here?

Heroes have sidekicks, Don't they?

Hero? Me? Yeah, right.

I'm the one who got us Into this mess.

Ok, so maybe they won't give you the key to the city,

but the last time I checked, no one's perfect.

What did you say?

-No one's perfect? -No. The key.

You never know.

CECIL: That key, in that lock? TIM: Can't reach...

CECIL: Come on.

If I could just get this hinge pin...

Out!

Yeah, right. Oh, yeah! Ooh! Not bad.

So what are you waiting for? Applause?

A candygram maybe?

I've learned to listen, Cec. I'm thinking things through.

A plan. Hey, there's a concept.

[BOTH SNORING]

Roasted rack of rat. Mmm.

Rodent ratatouille.

TIM: Surprise!

Ow!

Come back here! You almost frightened me to death!

-You can't do that! -Uhh!

-Floyd. Let me at him. -You call yourselves cats? You can't catch me!

Yaah!

Oh, now you've done it.

MURIEL: Where'd he go?

Excuse me. Going down?

Ohh! I...

-Get him! Get him! -Up there!

There he is, Floyd. Come on, get him!

FLOYD: Now I have you! Now I have you! Yaah!

MURIEL: Let me at him! I'll show you how to do it, Floyd!

Come on, little mousy. I need that tail. To use it as a toothpick.

Uh-oh. Whoa!

Yes!

Cecil! Quick! Cecil!

Hold your horseflies. I've only got four hands.

Hello, again!

Move it! Gadzooks!

FLOYD: I'm stuck! Whoa! Whoa!

[CLANGING]

-See ya! -MURIEL: I was just kidding.

[BOTH SCREAMING]

I blame you for this, Muriel!

Hey, hey. Thanks for the hand.

Don't mention it, sidekick.

How's this for adapt and improvise?

Got to help the others. Let's go!

JENNY: Stay away from me!

Jenny!

Go help Justin and the Lost Six. I'm going after Jenny.

Jenny! I'm coming.

JENNY: I'll never be your queen. Let me go. [GRUNTS]

I'm warning you. TIM: Martin!

Hero! You escaped. How clever.

-You're hurting her! -Oh, poo!

I assure you, electrocerebral enhancement is absolutely painless.

-Look at me. -Let her go! Now!

Oh, please. I may be crazy, But I'm not stupid.

You couldn't hit water if you fell out of a boat.

Ow! Ow! Ow!

I've been practicing.

Quick, Tim, we've got to save my parents.

Look out!

Stand still, will you?

Martin, listen to me. Whatever they've done to you,

we can make you well again.

How many times must I tell you?

I am not the doee! I am the doer!

-Run, Jenny! Save the others! -You hurt me.

-I'm sorry. -Of course you're sorry. Everybody's sorry...

After it's too late.

Say hello to Dad For me, ok?

Martin, you don't want to do this.

You're right. But the new-and-improved Martin does!

That's for being so evil. Read 'em and weep.

[SNORES]

Come on, Tim, Before he wakes up.

[GASPS] Someone's coming!

Quick! Behind the books!

Oh, uh, excuse The interruption, sir.

The men are awaiting flight instructions for the invasion of Thorn Valley.

JUSTIN: Tim, you've got to adapt and improvise.

Uh, sir?

TIM: [IMITATING MARTIN] Oh, goody.

Just head north by north by north, as the crow flies.

And good hunting.

Sir!

Phew.

That was great. How'd you think of that?

Well, let's see if it worked.

It did. They're going off In the wrong direction.

Come on!

Oh, Martin.

How are we going to get the cages opened?

Don't worry, Jenny. I've got a plan.

I'm seeing the big picture.

-You finished yet, Cecil? -Just one more second.

-Whoo-hoo! There! -Nice work, Cecil.

Quickly now. Quickly.

-JENNY: Mom? Mom! -Jenny! Where are you?

-Oh, Mom. -I'm ok.

-Oh, Dad. -Jenny.

Nice work, Cec.

Hey, sidekicks are us. Know what I'm sayin'?

Come on! JUSTIN: Follow Tim, folks.

Come on, people, to the door. Let's move quickly.

-BRUTUS: Come on, guys. Here, Tim. -Tim, let me help.

Pull!

-Come on. This way. -TIM: Let's go.

-Hurry! -Run for cover!

TIM: Justin, I'll climb up.

JUSTIN: Brutus, the window. Help the mice up the rope.

We'll meet them at the top.

-Okay. Mrs. McBride, You're first. -JENNY: go, mom.

Come on, Move your tail!

That's everyone, Justin.

-Cecil, take my hand. -Gee, thanks.

I'll add it to my collection.

Tim, you... You did a good job.

-For a mouse. -Let's get out of here.

TIM: After you.

Martin! Jenny, promise me something.

-Anything. -Don't come after me.

Tim! Where are you going?

-I'm doing what you said! I'm following my heart! -I love you!

Whoo! I love you, too!

[GASPS]

MURIEL: Surprise! You're mice mousse, mouse.

How many lives do you guys have anyway?

[CHUCKLES]

Race you to the elevator.

Get him, Floyd!

When I get you, you're going to be mincemeat!

Aah! Have a nice trip!

-Whoa! -I've always loved you, Muriel!

Oh, shut up, Floyd!

Hero. You dropped this.

[GRUNTS]

I'm here, Martin.

You should've skipped A few desserts, Martin.

[WHINING, BARKING]

What the...

[MEN YELLING]

We better pull back, chief!

Come on, Martin, We can make it.

TIM: Whoa!

[SCREAMING]

Jeremy?

So, don't you guys know flying without wings is against the law?

-[WHEEZING LAUGH] -I thought you were Scared of NIMH.

Oh, yeah, I used to, but no more now.

Life is to live. Ha ha. Come on, Let's get out of here.

The others, Did they get out okay?

Their fur may be singed, but, of course they did.

[FIREWORKS EXPLODING]

♪ You'll want to play ball And hit a home run

♪ You'll want to play loud You could be number one

♪ To aim for the stars You set your sights high

♪ You won't know if it works Until you try ♪

MRS. BRISBY: Oh, is that him? He looks so grown up.

Yeah!

He looks so like his father.

-I love you, Tim! -You were there When we needed you.

Martin!

BOY: You're my hero! MAN: Hooray, Tim! Yay, Tim!

-You did it! -Doesn't he Look great?

-My brother! -Good job!

Martin, you're back to your old self.

I've got my brother back.

Uh, sorry, hero. I don't know What came over me.

Forget it, Martin. And don't call me hero.

Why not? You single-handedly saved Thorn Valley.

Martin is correct, Timothy.

The prophecy of Nicodemus came true.

You have indeed fulfilled your destiny.

ALL: Yay!

It's me.

Dad would have been proud, hero.

♪ To the greatest mind In the world

♪ What can I do? What have I done?

♪ What is there left For me now You are gone?

BOBBI PAGE: ♪ Why Did you have to go?

♪ Why? Only now I know

♪ There will be No other one

♪ All that I could Ever hope for

♪ All that I could Ever long for

BOTH: ♪ So much to say to you

♪ So much to share With you

♪ My life and my love

♪ Oh, how can I bear What lies ahead

♪ Living without you With so much unsaid?

♪ And to remember Our journey together

♪ Why is this where It has led?

♪ Oh, all that I could Ever hope for

♪ Oh, all that I could Ever long for

♪ So much to say to you

♪ So much to share With you

♪ My life and my love

♪ My life and

♪ My love