Starlight Express live action-animated film/Transcript

This is the transcript for the Starlight Express live action-animated film.

Part 1: Overture
(Shows Universal Pictures logo)

(Shows Disney logo)

(Shows Original Film logo on the left and Bad Hat Harry logo on the right at the same time. The Overture from Starlight Express begins.)

Universal Pictures

and

Disney

present

An

Original Film

and

Bad Hat Harry

production

In association with

The Really Useful Group

and

Perfect World Pictures

A

WingNut Films

and

PlayTone

production

A

Rob Marshall

film

Control: This is Control! This is Control! Tonight is the most important night in the history of the world! Take your seats for the World Championship Railroad Race! Who will win? Will it be diesel? Will it be electric? Or will it be steam? The tension is unbearable here at the track tonight!

(Then Door Is Knocked.Mother Appeared.)

Mother: Put those trains away.

Control: Oh Mum - just five more minutes.

Mother: Put those trains away and get into bed.

Control: But...

Mother: No buts.

Mother: When the night is darkest, Open up your mind, The dream begins, it's becoming clearer. Listen to the distance, Listen and you'll find The Midnight Train is getting nearer.

Mother And Control: Starlight Express, Starlight Express, Are you real? Yes or no? Starlight Express, Starlight Express...

Directed by Rob Marshall

Written by Christopher McQuarrie, Peter Jackson, Fran Walsh and Rob Marshall

Produced by Neal H Mortiz, Gary Goetzman, Peter Jackson and Bryan Singer

Executive producer Christian Rivers, Rita Wilson and Tom Hanks

Director of photography Russel Carpenter

Production designer Robert Stromberg

Edited by Martin Walsh

Costume designer Coleen Atwood

Music by Andrew Lloyd Webber and Alistair Lloyd Webber

Based on the musical by Andrew Lloyd Webber

Music producer Mike Higham

Casting by Don Zimmerman

Freddie Highmore

Saoirse Ronan

Ray Shell

Christine Baranski

Tom Cruise

Daniel Craig

Jennifer Lawrence

Rebel Wilson

Mackenzie Foy

Gavin Ashbarry

Toby Kebbel

Robert Sheehan

David Thewlis

Whitney Martins

Ben Mendelsohn

Matthew Broderick

Tom Hardy

Tyler Perry

Hiroshi Watari

Brian Tee

Sylvester Stallone

Andrew Garfield

and Max Charles

(The closing credits scroll started playing afterwards, followed by the closing logos for Perfect World Pictures, WingNut Films and PlayTone.)

Part 2: Rolling Stock
(Rolling Stock from Starlight Express begins.)

(Suddenly without warning the light vanished. Spotlights trained on entrance over the bridge. Six identical figures in black leather jackets and wheels rolled out. They split into two groups and skated down on either side of the bridge. dramatically as the back of the hill slowly rose up, revealing two flag bearers with American flags and between them another engine knelt, lights in his yellow helmet. The diesel engine slowly skated out. The other flag bearers had put their flags away and they came in behind him as he sank to his knees. a black leather jacket skated out, his dark hair slicked back and sunglasses balanced on his face. He was the leader of the gang, his name: Greaseball. Greaseball slowly reached up and pulled off his helmet, handing it to one of the flag bearers behind him. The flag bearer turned and skated away, to put the helmet down. He jumped down as his gang flexed and stretched.)

Greaseball And Gang: I'm just the fastest thing you'll ever see. That streak of lightning you just missed was me. Don't stop now - we gotta keep it going all night Rolling stock! rolling stock!

Greaseball: You bet you'll never know the way it feels.

Greaseball And Gang: Rolling stock! rolling stock!

Greaseball: Rock 'n' rollin' on a pair of wheels. Come on and heat me up the way you do.

Greaseball And Gang: And I can keep it going longer than you. Don't stop now - we gotta keep it going all night!

Greaseball: What makes you think you can go faster than me? Check out my back view 'cause it's all you'll see.

Greaseball And Gang: Don't stop now - we gotta keep it going all night! Rolling stock! we're rolling stock! Rolling stock! we're rolling stock!

(instrumental break)

(Greaseball pushed his sunglasses back up and took off. One of his gang, called Lube did a few back flips across the yard. Another pair zoomed off up the curved side of the yard together. Greaseball jumped over one of his gang and then picked up speed, faster and faster. He jumped and cleared a low ramp. He was the best and they all knew it.)

Greaseball: This locomotive's 'bout to have some fun We're rock and rollin' 'til the race is won.

Greaseball And Gang: Don't stop now - we gotta keep it going all night! Rolling stock! we're rolling stock! Rolling stock! we're rolling stock! Rolling stock! we're rolling stock!

Part 2: Crazy
(After the song, A figure rolled in from the bridge. He was a few inches shorter then the others, wore brown and a backpack - his power source.)

Rusty: Woowoo! Woowoo! Nobody can do it like a Steam Train!

Coaches: WooWoo! WooWoo! Listen to him, He pretends he is the great train!

Control: Hey, here comes Rusty the steam train! The very first locomotive of my life, I was six. He‘s so cute!

(Rusty was considerably younger then the other engines. Unlike the others, he lived at this station year-round. He was close friends with the coaches, and one of them, Pearl, was his best friend. Behind him, the four coaches were enjoying their ride behind the steamer.)

Rusty: Where I go the rest better follow! Look out everybody, move aside! May go now or may go tomorrow, Hold on, I'll take you for a ride!

Coaches: Crazy - can you believe him? He's crazy - love him or leave him He's crazy, goin' crazy, goin' crazy

Rusty: Watch me, see me, hit that horizon!

Pearl: Take it slowly, what you got to prove?

Rusty: Ride with me, you'll know you've been riding! No one can move the way I move!

Coaches: Crazy - can you believe him? He's crazy - love him or leave him He's crazy, goin' crazy, goin' crazy

Rusty: You know I'm crazy!

Coaches: Crazy!(Come on Everyone! Put your hand together!)Crazy! Crazy! Crazy!(I always Crazy! Crazy! You know I'm crazy!) Crazy! Crazy! Crazy!

Rusty: Hold on tight! I'll turn up the pressure. Must be right, no way it can be wrong! You and me go steamin' together!

Pearl: Till someone better comes along!

Coaches: Crazy - can you believe him? He's crazy - love him or leave him He's crazy, goin' crazy, goin' crazy

Rusty: I'm always crazy!

Greaseball And Gang And Coaches: Crazy - can you believe him? He's crazy - love him or leave him He's crazy, goin' crazy, goin' crazy Going crazy! Going crazy!

Rusty: I'm always crazy!

All: Going Crazy!

Part 3: Taunting Rusty/This is Gonna be the Day
Rusty: Woowoo! Woowoo! Nobody can do it like a -

Greaseball: You going in for the race, steam train?

Gang Member: Should do!

Gang Member: Nobody can do it like a steam train!

Greaseball: Who can do it like a steam train?

Gang Member: He said nobody,

Gang Member: So he's nobody!

Gang: Hi nobody!

Gang: Nobody,

Gang Member: Steam train

Greaseball: That'll teach you to show some respect for Diesel.

Gang Member: 'Cos Diesel's gonna win!

Gang Member: OK Rusty?

Greaseball: OK, steam train?

Gang: OK Rusty?

Control: Shut it, guys. This is Control. Engines to get fuelled up. Rusty to fetch the Coaches. Move it. MOVE IT!

Gang: Hear that Rusty, Rusty bye-bye.

Greaseball: Go fetch the coaches like the boss man said.

Gang: Hear that Rusty, Rusty bye-bye.

Greaseball: Or you could enter for the race instead!

Gang: Bye-bye Rusty, Rusty Bye-bye! Bye-bye Rusty, Rusty Bye-bye! Bye-bye Rusty!

Greaseball: Hey, Rusty, Bye-bye!

Rusty: This is gonna be the day.

Coaches: Come on Rusty!

Dinah: Cool off!

Rusty: Soon I'll show you And I'll show you good.

Buffy: Don't Push!

Rusty: There's a champion Underneath my hood.

Coaches: Get a grip!

Ashley: Who d'ya think you're shoving?

Rusty: Come on Pearl, we're on our way!

Pearl: Rusty, turn your fire down!

Rusty: This is gonna be the day.

Ashley: He'll blow his top.

Rusty: Cos when you see me on the finishing line.

Buffy: He's off the rails.

Rusty: And when I take the place that's rightfully mine.

Dinah: He always fails!

Rusty: This is gonna be the day!

Part 4: A Whole Lotta Locomotion
Ashley: Hey listen to the one man band.

Pearl: Rusty, you don't understand!

Dinah: You'll be nowhere, you'll be last.

Buffy: You ain't going nowhere fast.

Coaches: Got style, got grace,Got a smile on my face And a heart that is built for devotion. But a girl can't get. What a girl's gotta get.Unless she's got A whole lotta locomotion.

Dinah: A lotta power!

Buffy: A lotta speed.

Pearl: A little hook up, aaah

Ashley:	That's what I need

Coaches: A little bumpin' in the boot. A little booty in the mood. No rust, no dust with a heap-a full-a thrust. Who can rock like a ship on the ocean. Cause a car can't go far 'less she's coupled to a star and then she's got a whole lotta locomotion.

Pearl: I want a winner.

Buffy: I want a champ.

Ashey: That's what I need, a leader.

Dinah: To light my lamp.

Coaches: I need him stronger than a bull. I need an awful lotta pull. want an engine that's warm Knows how to perform with a motor that stirs my emotion. Cause a girl can't go. Where a girl's gotta go Unless she's got A whole lotta locomotion. No rust, no dust with heap-a full-a thrust. Who can rock like a ship on the ocean. Cause a car can't go far 'less she's coupled to a star and a whole lotta locomotion. No rust, no dust with a heap-a full-a thrust. Who can rock like a ship on the ocean. Cause a car can't go far 'less she's coupled to a star and then she's got a whole lotta locomotion.

Part 5: He'll Whistled At Me/Pumping Iron
Pearl And Coaches: Woo-woo, woo-woo - Nobody can do it like a steam train. Woo-woo, woo-woo - Everybody's waiting for their dream train.

Pearl: I'll know him when I see him. For long before I see him. I will hear the far off signal. I will hear the distant call and then he'll whistle at me. He'll send a note and woo me. He'll whistle at me, I'm gonna hitch him to me. Some day soon he'll whistle at me, That's how I'll recognise him and maybe I will whistle at him - That should surprise him. Don't give me insistent humming, horns and bells and distant drumming, I want steam that's under pressure as it rises to a scream, Somebody whistle at me, I'm all anticipation. I need someone to whistle at me, I'm waiting at the station. Come on, someone whistle at me, I'm longing to be near him. I need someone to whistle at me - I'll know him when I hear him. He'll whistle at me.

Coaches: Woo-woo, woo-woo.

Greaseball: Hey! Moment! It's Show Time, Ladies!

(There was a sound and everyone looked up. The four coaches saw who was approaching and started preening.)

Coaches: It's Greaseball, it's Greaseball, Greaseball the diesel!

(Rusty stood up and slowly started backing away; he didn't want to meet up with the diesel engines again.)

Control: Control! Control! (Rusty looked up and the coaches' attention flicked upwards.) Rusty to collect freight train at freight depot, Rusty to collect freight train!"

(He turned tail and ran towards the freight depot, grateful for the excuse to vanish. No one noticed him leave.)

Coaches: It's Greaseball, it's Greaseball, Greaseball the diesel!

(The diesel engine roared in, complete with sunglasses, pulling three coaches, Duvay, Carrie and Tassita.)

Part 7: Entry of the National Engines/AC/DC
Control: Control, Control! Coaches and Trucks to selection grid. Champion Engines assemble for Parade! National Champions for Parade. From France, the 120mph Sud-est! The power of the Sud-est, Bobo And Coco! From Italy, the Rome to Milan Express, the Settebello. Powered by Espresso And Pendelino! From Germany, Right on time, Here comes the ICE, the Intercontinental Express. Powered by Weltschaft And Ruhrgold. From Russia - as fast as possible - the Trans-Siberian Express. Powered by Turnov And Vladimir. From Japan, the Shinkansen Bullet Train. The power of the Bullet - Hashimoto And Nintendo! From Great Britain, battling through the wrong kind of snow, the royal train! Powered by the Prince of Wales And Brexit! Oh, Excuse Me, British Rail announce a delay in the arrival of the royal train. This is due to staffing difficulties. And from the U.S. of A, the reigning champion! The greatest Diesel Locomotive in History, the Union Pacific! The power of the pacific - Greaseball! From the sidings... Rusty the steamer.

Rusty: Nobody can do it like a steam train!

All: Rusty go home, Rusty go home. Rusty, get back, clear off the track!

Control: Any more entries?

(

Control: We have a technical problem, What's going on?

Control:

Pearl: He's got a gun!

Krupp: Halt. I am Krupp, Electra's armaments truck. Clear Electra, Verify

Killerwatt: I am Killerwatt, Electra's Security truck. Go to Electra, Load

Wrench: I am Wrench, Electra's repair truck. Shift Electra.

Pearl: Who's Electra?

Purse: We ask the questions. I am Purse, Electra's money truck. Electra is rich. Switch your allegiance to Electra. Space Electra.

Volta: I am Volta, Electra's freezer truck. Enter Electra.

Joule: I am Joule, Electra's dynamite truck. Run Electra.

Volta: Electra is cool.

Joule: Electra is hot.

Volta: Cool.

Joule: Hot

Components: A megastar. A megawatt. Rich, hot, powerful - rich, hot, cool. Rich, hot, powerful - rich, hot, cool. Electra ... Electra ... Electra ... Electra ...

Electra: I am electric, feel my attraction, Feel my magnetism, you will agree. I am electric, I have the contacts. I am electric the future is me! AC / DC is okay by me. I can switch and change my frequency. I am electric, mind how you touch me, I can shock you, I can set you on fire. I can reach up and pluck down the lightning, Watch the conductor, see the live wire. AC / DC is okay by me. I can switch and change my frequency.

Components: Electraaaaaa. Electraaaaaa. Electraaaaaa.

Electra: I am electric, Resistance is pointless! Don't attempt to keep no secrets from me. You can't ignore me, You must adore me. You'll be erased from my memory. AC/DC, It's okay by me. I can switch And turn you onto me, Can switch, And turn you onto me, Can switch, And turn you onto me!

Components: Electraaaaaa. Electraaaaaa. Electraaaaaa.

Electra: I am electric, Turn me on, turn me on! I am electric. Turn me on, turn me on! I can switch and change my frequency!

Part 8: Coda of Freight
Greaseball couldn't stand it anymore. Usually the coaches all hung around him. He shook himself lose of Electra's magnetism and roared out. The coaches blinked as if in a daze and returned to Greaseball. The trucks returned to Rusty.

Greaseball: You, you're overloaded.

Electra: I'm electric taking over.

Greaseball: You'll have to beat diesel.

Dinah: Take on diesel.

Greaseball And Dinah: Take on diesel.

Components: Electricity is taking charge.

Electra: I will enter - I will win.

Greaseball: You'll never win, you'll never win. I'm gonna beat you, I'm gonna beat you! Haven't a chance, haven't a chance, I'm gonna win it, yes I'm gonna win.

Electra And Nationals: I'm gonna win!

Greaseball: I'm gonna win, I'm gonna win, I'm gonna beat you, I'm gonna beat you, I'm gonna win the race.

Greaseball And Electra: I'll be victorious, I'm gonna win!

Rusty: Earth, Water, Air, Fire, See the steam rise higher. Earth, Water, Air, Fire, See the steam rise higher.

Nationals: You'll never win, you'll never win. I'm gonna beat you, I'm gonna beat you! Haven't a chance, haven't a chance, I'm gonna win it, yes I'm gonna win. I'm gonna win, I'm gonna win, I'm gonna beat you, I'm gonna beat you, I'm gonna win the race. I'll be victorious, I'm gonna win!

Engines: Locomotion... Locomotion...Locomotion... Locomotion...Locomotion... Locomotion...

Components: Go Electricity! Go Electricity! Go Electricity! Go Electricity! Go Electricity! Go Electricity!

Coaches: It's Mamas and Papas.

Freight: It's commerce and hoppers.

Coaches: It's daughters and sons.

Freight: It's quarters and tons. They get in your hair.

Coaches: It's the fun of the fair.

Freight: Freight!

Coaches: Folks!

Freight: Tares!

Coaches: Fares! Passengers, commuters and mail.

Freight: Trees and meat, gravel and shale.

Coaches: On the rails, On the rails, On the rails, On the rails.

Engines: You haven't a voice, If your no locomotive. If you would enforce power, Use your horse power.

All: Beware of the engine intent on avenging defeat by a rival who's bent on survival. Look out for the carriage who's out to disparage the wagons who battle and rattle and prattle, Are great, are great, are great, are great, are GREAT!

Part 9: Hitching And Switching/Crazy (Reprise)/Pearl, You've Been Honoured
Control: Hey, this is turning into a real grudge match. Take a chill pill everyone! We're gonna settle this on the track. We're here to race, and you don't race without a partner. So hitch up! We're gonna settle this on the track. You got five minutes til race-time! If you ain't in twos, you lose.

Rusty: Let's go Pearl, 'cause race time is looming. You'll be with me when the winner's crowned.

Pearl: Rusty, I don't like you assuming! I'll let myself be pushed around!

Rusty: Crazy! this is the place to be! Crazy! Not racing with me would be crazy! It's okay, see?

Pearl: No, it's crazy! Rusty, I know you and I, We go back a long way...

Rusty: Sure we do, it's me and you, And that's how we'll stay.

Pearl: You think if you whistle, You'll get me to stay, But each time you whistle, You push me away. A coking smoker yesterday, The world is moving on! It's clean and green And steam machines are history - They'll soon be dead and gone!

Purse: Pearl, you've been honoured.

Killerwatt: Pearl you've been chosen.

Purse: Electra selected you for Heat One.

Rusty: He has a coach?

Killerwatt: His coach has a headache.

Killerwatt And Purse: Also, he says you're second to none. Please come, we'll be fired if you won't.

Pearl:	Can he whistle?

Killerwatt And Purse: No, AC trains don't!

Pearl: Rusty needs me, which way should I go? Thank Electra, say I'll let him know.

Rusty: What's all this? You have a partner!

Pearl:	Well...

Rusty: Yes you do! We're all set!

Pearl:	I always said that if somebody new...

Rusty: You fell for the posing, you fell for the star!

Pearl: You don't understand, that's not how things are.I must have time -

Rusty: But Pearl!

Pearl: No! Let me work it out my way. I must be free to leave you, Rusty, That's the only way I'm free to stay...

Part 10 Make Up My Heart
Pearl: It's time to choose between the two of them. I'd better make a start. Someone help me make up my heart. Tell me how to make up my heart. They say two lovers can be twice the fun. They think they're being smart. Someone help me make up my heart. Please tell me how to make up my heart.One of them is strong. One of them is good. But both could turn out wrong. So who gets the part? Make up my mind, Make up my heart. I don't want one to win and one to lose, Can't tell them yes or not. Choosing one means letting one go. Can't face letting one of them go.

(Dance Break)

Pearl: Tell me how to make up my heart. One of them has style sets the world alight. The other makes me smile. So who gets the part? Make up my mind, Make up my heart. One of them is strong. One of them is good. But both could turn out wrong. So who gets the part? Someone help me make up my heart.

Rusty: Did you have to break up my –

Part 11: Race: Heat One
Control: Get lost Rusty, this is Control. Race time minus two minutes! Listen up, because these are the rules! Marshall check the coast. We have two eliminator heats, and the first four trains in each heat make the final, "Got that? Two heats, four qualifiers from each heat. Any foul play and you're back in the box! Heat one! Heat one! New York to Chicago! Race time minutes one minute! Race time minus one minute!

(Spotlights flew over the track, outlining the course that the racers would take: A long stretch of rails taking many dizzying twists and turns. The eight engines and their partners were lining up. The air was alive with competition. The first four trains in this race got to race again, to try and win. Control announced the racers.)

Control: In track 1: Greaseball the diesel, with Dinah the dining car.

Greaseball: Bet on diesel!

Control: In track 2: Ruhrgold the Inter-Continental Express, with Joule the dynamite truck.

Ruhrgold: Put your hands together for German!

Control: In track 3: Turnov the Russian engine, with The Red Caboose.

Turnov: Putin's shooting star!

Control: In track 4: Espresso the Settebello, with Tasitta the Bar car.

Espresso: Viva Italia!

Control: In track 5: Bobo the French TGV, with Ashley the smoking car.

Bobo: The French are coming!

Control: In track 6: Nintendo the bullet train, with Wrench, the repair truck.

Nintendo: Shinkansen Suki?

Control: In track 7: Electra the engine of the future, with Pearl the observation car.

Electra: Electricity is taking charge!

(Various trains on the sidelines were cheering for the different engines. The engines tensed up, revving their engines.)

Control: Trains to your tracks, Twenty seconds,(in an almost expressionless tone. The engines lined up as their various fans continued to cheer. All wore racing helmets so it was impossible to tell their expressions. The racetrack loomed over them.) Ten, nine, eight, seven, six, five, four, three, two, one! Go!

(Race begins From Starlight Express)

(The race was on. All seven engines ran onto the tracks.)

Control: The first race of the World Championship, Seven trains going for Four final places. Greaseball shows why he's the champion. Oh wow, the champion really wants to win. Greaseball and Espresso are the early leaders with Nintendo pressing in third.

(Greaseball sped up, but couldn't shake Nintendo. The Bullet train pulled even with the diesel. Greaseball growled and showed Nintendo into the side before pulling ahead.

Control: Well that's not in the rule book, The champ shows Nintendo who's boss.

(Electra passed Espresso and Nintendo to gain on Greaseball as they reached the hill to the next level. Espresso passed Nintendo. Electra pulled even with Greaseball. The Italian train sped up, sneaking past Electra and Greaseball to take the lead.)

Control: Espresso's looking good. It's the double whammy from Electra and the Champion!

(Greaseball and Electra sped up, coming on either side of Espresso. Together they slammed into him, from both sides. Dazed from the collision Espresso dropped back and Bobo passed him. Greaseball took the lead with Electra, Ruhrgold and Bobo close behind. Greaseball took the first curve on the edges of his wheels, with Dinah tightly hanging on. Electra was right behind him. Turnov pulled even with Ruhrgold, but the German engine remained on the inside. Turnov couldn't pass him, so he shoved him into the guard rails. Joule let out a startled shriek. Nintendo pulled even with Electra and passed him. A bolt of lightning flew, hitting Nintendo and stunning him, letting Electra and Ruhrgold pass him. Greaseball put on an extra burst of speed, putting distance between him and the others. Electra sped up as well, but couldn't catch the diesel. Greaseball held the lead for the next few meters, until Electra caught up with him, and passed him. Greaseball pulled even with Electra and the two remained even, neither could gain anything. Suddenly Turnov appeared next to Greaseball. The Russian engine took the lead. Greaseball sped up and rammed into Turnov, Red Caboose pushing him forward and into the guardrails.)

Control: Russian outta control and out of race!

Turnov: AAAAAAHHHHHHHH!!!!

(Electra took the lead. Greaseball slammed into Turnov once more before chasing after Electra. The two were even again. Electra pulled ahead, then Greaseball. The finishing line was approaching. Electra, then Greaseball, then Electra again, then Greaseball again. Nintendo shot forward, passing Espresso. With a shout Nintendo tries to passed Electra and then Greaseball. The four crossed the finishing line together.)

Control: Winner of Heat one: Greaseball And Espresso And Nintendo And Electra have qualified for the final!

Part 12: The Blues/Rusty Why You Looking Sad
Hopper 1: Hey, Poppa and Momma's gonna sing!

Flat-top: That stuff is so out of date.

Hopper 1: Cool it man. Poppa And Momma's gonna sing!

Hoppers: they don't sing often, but he do sing mean.

Poppa: Oh the first line of the blues is always sung a second time (oh yeah?)

Momma: First line of the blues is always sung a second time (kinda smooth!)

Poppa And Momma: So by the time you get to the third line. You've had time to think up a rhyme.

Poppa: Oh there ain't no law that says the third line has to be different at all.

Momma: No, no, there ain't no law that says the third line has to be different at all.

Poppa And Momma: No there ain't no law that says the third line has to be different at all.

Poppa: Never borrow a mouth organ -Not even from your best friend.

Momma: No, no, no, never borrow a mouth organ - Not even from your best friend.

Poppa And Momma:'Cos you may survive the blowing-

(Dustin Still playing harmonica)

Poppa: Dustin!

(Poppa shouted, hitting the hopper in the back of the head. Dustin fell forward, landing face down with a thump, but he had stopped playing.)

Poppa And Momma: But the sucking's gonna get you in the end. Oh yeah!

Poppa: Rusty why you looking sad?

Rusty: I got no hope. Pearl decided she's not racing with me.

Poppa: So, take Hoppers with you!

Hoppers: Why not take three?

Momma: Maybe Flat-top would be good.

Rusty: No,Momma,No! For all the chance I got, I might as well take Dustin! Jeez I'm sorry Dustin, but you could lose a few pounds huh?

Poppa: Rusty, you ain't got no faith.

Momma: We are a steamer, He was a champion once! You like the rest, you just blind.

Rusty: No no, I see good, I see without no coach. I got no chance in the race.

Poppa: Look behind you, what do you see?

Rusty: Nothing but an old sleeping car.

Momma: You got an alarm bell?

Rusty: I do.

Poppa: Then Ring it boy

Hoppers: Ring That Bell.

Rusty: I can't pull that, It's peeling, and, well, old.

Part 13: Belle's Song/Starlight Express Intro
Belle: Looks and youth ain't everything. Experience is a quality that counts for a lot. The sad thing 'bout experience is by the time you've got it. It's usually all you've got. I'm Belle, Belle, Belle the sleeping car. Doesn't matter who you are. Just climb aboard to lie with me and when you wake I'll make you tea. A Pullman car when I was made. I went down for the seaside trade. I'm peeling now, the light's too bright. I wear dark glasses day and night. I had crystal lamps, Irish linen to set off my red velvet dress. Those who rode on me compared me to The Orient Express - that was excessive. But now they climb aboard, Undress don't wait for me to whisper, 'yes'. Don't say goodnight, just hit the light and worst of all turn over and go straight to sleep.Once I was a real main liner. Enjoying the occasional smoke. Now I hang around the fuel dump. Sniffing the coke, It really chokes me. I'm Belle, Belle, Belle the sleeping truck. I'm down at wheel down off my luck. I may not be first class but I'm not yet worst class. I can still warm you when the night is cold. I'm a sleeper with a heart of gold. I can still warm you when the night is cold. I'm a sleeper with a heart of gold.

Rusty: No, I'm out of it. Progress has left her behind. We've all been left behind. There ain't no power in steam no more Electricity is faster now.

Poppa: No! Now boy, let me hear you say 'Steam!

Rusty: Steam...

Momma: Now let me hear you all say 'Steam!

All: Steam!

Flat-top: Oil! Oil! Oil! HA!

Poppa: Oil? Oil is the work of the diesel himself!

(Flat-Top stuck out his tongue and Poppa indicated the corner. The brick truck, banned to the corner again slammed into the supports of the overhead track before putting his head down and sulking. Why did he always have to be stuck with the steamers? Poppa returned his attention to Rusty.)

Poppa: How many times have you found, though you were firm on the ground still the world around you sways.

Momma: You notice all that you've got does not add up to a lot and the way ahead's a maze.

Poppa: You've used everything inside you.

Momma: So maybe it's time you tried to find a brand new power - to shine a light.

Belle: A light to brighten up your darkest hour.

Poppa: Starlight Express hears your distress, he's there, all around.

Momma: Starlight Express will answer you 'yes,' he's waiting to be found.

Poppa And Momma And Belle: Starlight Express hears your distress, the two sang together, He's there all around, Starlight Express will answer you 'yes,' he's -

Control: Control! Control! Five minutes to the second heat! Race time minus five minutes! Race time minus five minutes!

Poppa: Rusty!

Rusty: No, Not without Pearl!

Poppa: Who'll come with me? Who'll come with me? Race behind me?

Rusty: Poppa you're mad! Poppa you're mad!

Poppa: I'm gonna find me somebody who'll go with me, Hey! Come on Hoppers!

Hoppers: I can't, I'm reserved, I got me a ride.

Poppa: Okay Flat Top, you'll do.

Flat Top: No way, not with you, Me? Go with a steamer all smelly and smoking and ancient and filthy? You gotta be joking.

Dustin: I'll go with you, I'll go with you.

Poppa: Well I may be strong son...

Dustin: Okay I know, I'll be too slow...

Poppa: Take too long son

Dustin: Please Poppa take me!

Rusty: No Poppa, don't listen! Besides, where's the point? There's seven trains in each heat. There's no place for steam on the railroad today!

Control: Control! Control! Here is an announcement! Cancellation! Cancellation! The British trains has been scrapped! Space for late entry, Space for late entry.

Poppa: There's a light at the end of the tunnel.

Momma And Belle And Freight Cars: There's a light at the end of the tunnel.

Poppa: Come on Dustin!

(Dustin hitched behind Poppa and looked back at Flat-Top. Poppa started moving, but didn't get that far, as Dustin wasn't ready. The steamer looked back at the hopper reproachfully, before starting up again. Rusty watched them leave and then turned to the trucks helplessly. They hitched together and he pushed them out of the yard, to go watch.)

Part 14: Race: Heat Two
Control: Control. Control. Heat Two! Heat Two! Chicago to Denver! Race time minus one minute. Race time minus one minute. Heat two

In track 1: Hashimoto the Japanese bullet train, with Volta the freezer truck.

Hashimoto: The bullet's coming.

In track 2: Vladimir the Russian engine, with Buffy the buffet car.

Vladimir: Welcome to the Russian Challenger!

In track 3: Weltschaft the Inter-Continental Express, with Carrie the luggage van.

Weltschaft: I'm the one to beat.

In track 4: Coco the French TGV, with Duvay the sleeping car.

Coco: Je ne regrette rien.

In track 5: Pendelino the Settebello with Krupp the armaments truck.

Pendelino: Pianissimo!

Control: And in track 6: Rambling Poppa McCoy, with Dustin, the big hopper.

Poppa: Come on y'all,Let me hear you all say 'Steam!

Dustin: Steam!

Poppa: Steam!

Dustin: Steam!

Control: Trains to your tracks, Twenty seconds,(The marshals sped off down the tracks, getting out of the way, as the siren sounded. The engines ceremoniously lifted their helmets into the air and then put them on.) Ten, nine, eight, seven, six, five, four, three, two, one! Trains gone!

(A Whole Lotta Locomotion from Starlight Express)

(The engines took off around the circle track. Poppa was accidentally shoved and he spun the wrong way. Dustin uncoupled and went flying across the yard. Poppa fell, and Dustin tried to help him up. The other racers were coming up fast. Poppa ducked as they jumped over him. Once all pairs had passed he got up and went around the circle track, a very distant fourth. The rest of the racers skated through the yard and up onto the racetrack. Coco took the lead with Hashamoto and Pendelino close behind and Poppa a distant fourth. Pendelino passed Weltschaft and pulled even with Vladimir. Vladimir growled and sped up. The Italian train sped up, slammed into Coco and took the lead. Hashamoto sped up to pass Coco. Coco shook her head, as if to clear it, and chased after the others. Coco and Hashamoto pulled up on either side of Espresso and slammed into him with a sickening crunch. Hashamoto took the lead. Poppa wasn't doing too well, Dustin was forcing him to swerve erratically all over the track. The large hopper was not build for racing. Dustin, for his part, was trying to keep control.)

Control: We're into the second heat with Poppa way behind And Hashamoto in the lead

(Poppa gritted his teeth and pulled, suddenly he got the truck under control. He shout forward, passing Espresso, passing Weltschaft and finally pulling even with Hashamoto. Poppa let out a piercing whistle as he approached the finish line. He put on an extra burst of speed, ignoring something that snapped inside him. All the old steamer was aware of was the speed and winning. He shot across the finish line with Hashamoto, Weltschaft and Coco close behind.)

Control: You've done it! Winner of Heat two: Poppa McCoy And Hashimoto And Weltschaft And Coco have qualified for the final!

Part 15: Laughing Stock
Rusty: Hey there Poppa, you were great! (He got a better look at his father and helped him down. Momma and Belle hovered around him concerned. Rusty saw Poppa lying there and came to an abrupt stop. Hip Hoppers unhitched and ran over to the old steamer. Poppa removed his helmet and struggled to a sitting position. his father, normally hot from the hot water, was ice cold.) Poppa, look at you, your boiler is cold.

Dustin: My fault,(They all looked up at the big hopper.) I'm too heavy for an engine that's old He should not be pulling freight.(sobbing)

(Dustin turned and buried his face in his hands, sobbing.)

Poppa: Rusty, Rusty... listen to me. I can't carry on. Looks as though my racing days have just come and gone. Proved I could do, showed I was once great. Can't do it now though, Can't manage the weight. But got me a position. Got a placing in the race Now Rusty, I can trust you. Take it for me, Go and enter in my place! Get in there and win the game!

(Rusty stood up very quickly and backed away, dropping the helmet as if it were red hot.)

Rusty: No, Poppa, No.

Poppa: Must I kill myself to make you see sense?

Rusty: I do not believe no point in pretense.

Poppa: You couldn't face that loosing shame.

(Rusty looked down and then up at a crashing sound. He leaned over the top of the spiral ramp, looked down at them and laughed.)

Greaseball: Well looky here, they said this train could go.(The Hoppers glared up at Greaseball as he skated down into the yard.) If it can go at all it sure goes slow. Don't stop now, you gotta keep it going all night Will you be racing in his place?

Freight: Should do!

Greaseball: Then you can prove that steam is really though. (His gang skated around Poppa. Flat Top joined in at the end of their line. The Hoppers crossed their arms and stood protectively around Poppa. Dustin hid under the ramp.) Don't stop Poppa, don't stop Rusty.

Freight: Leave old Poppa, leave young Rusty.Leave old Poppa, leave young Rusty!

Greaseball And Gang And Flat-Top: Don't stop Poppa, don't stop Rusty!

(Electra's components skated in across the top of the hill and Electra skated in with Pearl. Winners, with the other six coaches had arrived on top of the spiral ramp.)

Electra: Clear my track! What's all this rubbish? This Rusty junk must go! Clear my track!

(as he passed Poppa he let out a lightning bolt, shocking the steamer, who collapsed again. The hoppers and Caboose, alarmed, tried to help Poppa up again. Electra laughed and continued around the cricle track. The gang had stopped harassing Rusty at a signal from Greaseball. Pearl had unhitched from Electra and Rusty slowly rolled over to her.)

Pearl: Clear my track! This is my train now! This could be my dream. Clear my track!

(Electra smiled and returned to Pearl, stroking her cheek. That was more than Rusty could bear.)

Rusty: Stop! (Everyone froze, surprised and looked at him.) I'll take Poppa's place! I'm gonna race you, Greaseball.

Greaseball And Gang And Flat-Top: Hahahahahaha!

Rusty: I'm gonna race you, Electra!

Components: hysterical digital shriek

Rusty: I'm gonna show you just what steam can do!

(Greaseball and his gang, Electra, Pearl and his train, and Other winners and the coaches skated around the yard.)

All: Rolling Stock? He'll be a laughing stock! (He hasn't got a chance!) Rolling Stock? He'll be a laughing stock! (He hasn't got a chance!) Rolling stock, laughing stock...

(as they exit)

Poppa: That's my boy - I knew you'd believe.

Rusty: Poppa, I have to believe... I have no choice...

Part 17: The Rap/Pearl Twirl/Whirl Pearl
(Then the Hoppers around the circle track and into the yard. The hoppers unhitched with a shout and skated up and down the hill.)

Hip Hoppers: Yo, yo, yo, we're back! Hey Rusty, what's up? C'mon Rusty, get tough. Put your hands up! Put your hands up! Put your hands in the air, like you don't care! Put your hands up! Put your hands up! Put your hands in the air, put 'em side to side. I don't see no hands. Put your hands in the air, put 'em side to side. Put your hands up! Put your hands up! What time is it? It's Race time! What time is it? It's Race time! What time is it? It's Race time!

CONTROL:	It's race time, folks.

Hoppers: What time is it? It's Race time! What time is it? It's Race time! What time is it? It's Race time!

Control:	It's race time, folks.

Hoppers: So get down, and we'll pound the sound 'till your feet start stompin' And your eyeballs twirl around. It's time for speed, It's time for sparks, It's time for shocks, It's time to win! Time for the hip hoppers to begin. To fill you in, so here we go (Hey yo!) I got rocks in my box and rhymes in my head. I know it's time for bed. But there's something we gotta do, Gotta race, gotta move This is the place where we'll prove: Who's the fastest, the dopest, The meanest, the quickest, the phattest, the baddest on the rails? Who's the fastest, the dopest, The meanest, the quickest, the phattest, the baddest on the rails? If he's faster, he wins! If he's slower, he loses! No excuses! If you fail, you fail! You're just sorriest/sorry-ass, But if you win, it's glorious, You're victorious.

Control: That's the story!

All: It's race time! What time is it? It's race time! What time is it? It's race time! What time is it?

Electra: It's my time, folks! I am electric, I am the winner! I am the future, you, you're the past! Just look at me, I'm clean, I'm powerful, I'm beautiful, And not to mention, I'm way too fast!

Components: He's on a roll now, he's in control now! Shock treatment, he's dynamo now!

Electra: You fools, I've got the tools, I'm taking you to school, I am the future, Electra rules!

Greaseball: Feel the force of a twenty-ton steel horse! Just call me Super Train, with diesel at the source! I could go on of course, but I don't wanna bore us, So put your hands in the air, Let's all sing the chorus!

All: What time is it? It's race time! What time is it? It's race time! What time is it? It's race time!

Rusty: It's race time, man! If I was in it, And I could win it, Pearl would be my girl in a minute!

Caboose: Rusty, you can do it, There's nothing to it, I'll race behind you, I can help you through it!

Rusty: Yeah!

Greaseball: Any car, would be proud to be hitched to this star!

Rusty: Not Pearl!

Dinah: But Greaseball, what about--

Greaseball: You see, Pearl's got an itch to be given a whirl by me!

Electra:	Boy, you're blind! I'm gonna beat you! With Pearl behind, The girl is mine!

Greaseball: Make up your own mind, Pearl, It's time to choose! You wanna boil with the oil? Or lose with the fuse?

(dance break)

Greaseball & Electra:	I am the fastest, the dopest, The meanest, the quickest, the phattest, the baddest on the rails! I am the fastest, the dopest, The meanest, the quickest, the phattest, the baddest on the rails!

ALL (Greaseball & Electra): What time is it? (I am the fastest, the dopest,) It's race time! (the meanest, the quickest,) What time is it? (the phattest, the baddest,) It's race time! (on the rails!) What time is it? (I am the fastest, the dopest,) It's race time! (the meanest, the quickest,) It's race time, folks! (the phattest, the baddest, on the rails!)

[Hoppers]: What time is it? (I am the fastest, the dopest,) [It's time for speed!] It's race time! (the meanest, the quickest,) [It's time for sparks!] What time is it? (the phattest, the baddest,) [It's time for shocks!] It's race time! (on the rails!) [It's time to win!] What time is it? (I am the fastest, the dopest,) [It's time for speed!] It's race time! (the meanest, the quickest,) [It's time for sparks!] It's race time, folks! (the phattest, the baddest, on the rails!)

All: HO!

Control: We're only a few minutes away from the start of the countdown to the great race on this night of nights. We're here to race, and you don't race without a second partner. Does anyone wanna change partners?

Greaseball: So what d'you say then Pearl? You wanna try a whirl? You hear me knocking.

Pearl: Knock, Knock.

Greaseball: Who's there?

Pearl: Pearl.

Greaseball: Pearl who?

Pearl: Pearl-ease may I go with you?

Greaseball: You hear me knocking

Pearl:I hear you, you're knocking. It's shocking.

Dinah: I hope you're satisfied with what you've done. You could've had your choice and took my only one

Pearl: Hey come on Dinah. It's only fun. So quit crying. quit crying.

Greaseball: I'm Pumping Iron.

Dinah: Greaseball?

Part 18: U.N.C.O.U.P.L.E.D/ Girl's Rolling Stock/Dinah, You're Honoured
(Electra collected his train and skated around the yard. He glared at Pearl and Greaseball.)

Electra: No one pulls the plug on me, don't play with electricity. You'll both regret this when we race. The sparks will fly, will fly! (He stopped and sniffed disdainfully as Greaseball and Pearl left, going up the hill and out of sight.) (speaks) Suddenly I feel polluted. (he said and left.)

Ashley: Hey Dinah, what's wrong?

Buffy:	C'mon girl, why are you crying?

Duvay: You ain't got no reason

Carrie: Don't cry, tell me why

Dinah:	I've been...it's awful! I know it's absurd... I've been...no...I can't say it. I can't say the word!(sing) I've been U.N.C.O.U.P.L.E.D I can't bring myself to say it. No siree. I'm a carriage with no marriage. I'm a van without a man. I've been U.N.C.O.U.P.L.E.D. Was I corroded or overloaded. Maybe I shamed him. Who could have blamed him. If he thought me second-class. Went in search for chrome and brass. Went to find some other fool like me. And I'm just U.N.C.O.U.P.L.E.D. I can't seem to stop C.R.Y.I.N.G. People look at me and think, "There she goes the missing link" She's been U.N.C.O.U.P.L.E.D. And I'm just U.N.C.O.U.P.L.E.D. But I'll get my R.E.V.E.N.G.E. He'll come crawling back one day. And I'll turn to him and say Go away, you B.A.S.T.A.R.D.(sub)

Carrie: Now listen, sugar, if you want him back.

Buffy: You'll never get him if you don't attack.

Ashley: You got to make it so that he can't guess.

Tassita And Duvay: When you are saying no but meaning yes

Belle: Slow down, you've gotta keep it going all night

Buffy, Carrie, Ashley, Duvay, Tassita & Belle: Deep down inside you know that you are the best. So come on baby put it to the test. Don't stop now, you gotta keep it going all night. Rolling stock! you're rolling stock! So let him look around find you gone. Rolling stock! you're rolling stock! How long you think he's gonna carry on. Come on heat it up the way you do. No-one can keep it going longer than you. Don't stop now, you gotta keep it going all night. Rolling stock! You're rolling stock! So get the motion in your wheels say. Rolling stock! You're rolling stock!. From here on in it's independence day. Rolling stock! You're rolling stock

Dinah: I won't stop now.

Buffy & Ashley: Rolling stock! You're rolling stock.

Dinah: I'm gonna keep it going.

Belle: Don't stop now.

Tassita & Carrie: Rolling stock! You're rolling stock!

Dinah: I gotta keep it going.

Belle: Don't stop now.

Duvay & Ashley: Rolling stock! You're Rolling stock

Dinah: I gotta keep it going.

Belle: Don't stop now. Til you see him slowing Then everything will be alright.

Coaches: Keep it keep it keep it keep it going all night!

Purse: Dinah, you're honoured, Electra has chosen.

Dinah: Okay! But if Greaseball should change his mind....

(Ashley looked up to see Lube and Rusty lurking up the hill on the tracks.)

Ashley: So who shall we go with?

(Lube came down the hill towards the coaches.)

Buffy: You and the Greaseball make a great team.

(Ashley hitched behind Lube, they all knew she'd be going with him anyway.)

Ashley: You take Rusty. Use a head of steam.

(Buffy made a face at Ashley as the smoking car left with her engine.)

Buffy: Crazy, I'm stuck with the slow one, it's crazy.

(Rusty came down the hill and around behind Buffy, just in time to hear that.)

Rusty: Hey! (He backed up towards her, offering her his couplings.) It's me or it's no one, it's crazy.

(He took Buffy up and down the hill.)

Rusty And Buffy: Going crazy, going crazy, going crazy.

(they sang as they left the yard together.)

Part 19: Wide Smile
(The red caboose shifted a little impatiently where he was waiting alone in the sidings, far from the well used tracks. The shadows made the yard looks strange, but he didn't mind, in fact, he sort of liked it. He looked up as he saw Greaseball approaching with his gang.)

Caboose: Greaseball! Mr Greaseball! Excuse me a minute? Just a Word?

Greaseball: Yeah, what is It?

Caboose: I want you to know that I'm going to ensure Your position as champ is completely secure.

Greaseball: I know I'm winning this race, duh! Stop grinning and cut to the chase!

Caboose: Rusty's got some power. We just haven't seen it yet. The rusty little engine Could turn out to be a threat.

Greaseball: I’m listening, keep talking.

Caboose: If he can’t start, then he can win. Let’s wipe him out when the race begins!

Greaseball: Oooh, that’s nasty… I Like It!

Caboose: Hahaha! I thought you would.

Greaseball: No more Mr. Goody-Good.

Caboose: Just ‘cause I smile all the time. Don’t mean I’m not into crime.(the caboose said reassuringly, flashing Greaseball a smile consisting of very white teeth. He'd helped me win before, he'd do it again, the diesel thought. Greaseball nodded and skated away to prepare for the race.) Being good just makes me mad. This little truck is oh so bad! Wide smile, high style, hang loose. Out front, in back, Red Caboose. See the news on your TV - Rail disaster. Ever wonder why was he getting faster? Every time the Red Caboose takes a train. Seems to lose it's braking shoes I can't explain!

Components: Stop that train!

Caboose: Fair Play, no way, no truce. Out front, in back, the Red Caboose. Wrong side, wrong track, the Red Caboose. If the state police should sniff the truth. OK, I'll take the fifth. Seems like any train that takes me. Just doesn't get the brakes

Components: Somebody go call a cop. Another train just failed to stop. Brake that train!

Caboose: Wide smile, high style, hang loose. Out front, in back, the Red Caboose. Wrong side, wrong track, the Red Caboose. Out front, hanging loose. That's me, the Red Caboose!

Electra: I can't say that I'm not amazed. But just remember Mr. Face-both-ways. Remember whose side you are on!

Caboose: I'm on mine! Hahahaha! (He laughed evilly, everything was working out perfectly.)

Part 20: Cancelled Race/I Was Robbed/Terrorizing Rusty/Dinah's Disco/That was Unfair
Control: This is Control. This is Control. And now for the race that keeps going day and night. The final trans-America trial for the championship of the world. Denver to Phoenix. In track 1: Greaseball, with Ashley And Pearl.

Greaseball: Rock'n Roll! Babies!

Control: In track 2: Electra, with Dinah And Purse.

Electra: Witness my beauty - the future is mine.

Control: In track 3: Hashimoto, with Volta And Krupp.

Hashimoto: Eiei o-the mighty bullet train.

Control: In track 4: Weltschaft, with Carrie And Joule.

Weltschaft: Deutschland, Deutschland uber alles!

Control: In track 5: Espresso, with Tassita And Killerwatt.

Control: In track 6: Coco, with Duvay And Hip Hopper 2.

Control: In track 7: Nintendo, with Wrench And Hip Hopper 1.

Control: In track 8: Rusty the steamer, with Buffy And Red Caboose.

Rusty: Let's hear it for steam!

Electra: Red Caboose, Red Caboose, Dinah's gone and made a disconnection, Hey buffet, make my day - make it faster, make it now or never.

Buffy And Caboose: Electricity gives me a charge.

Dinah: That was cheating -What you did to him there. Wasn't fair!

Greaseball: Hey come on, Re-run Time Quit that kind of talk. You take care!

Dinah: No, I must say it! It just wasn't fair!

Greaseball: Okay that does it - I'm giving you air.

Dinah: What?

Greaseball: From now on, Miss America, Go preach at someone new - She race with me, she use my rules. You had your chance, You blew it so we're through!

Dinah: Oh, Greaseball!

Pearl: This wasn't how I wanted it, this wasn't what I saw Each time I try it seems that I get sadder but no wiser than before!

Part 21: That's Us
Dinah: You okay, Rusty? Give it up, Rusty, you’ll never beat Greaseball and Electra. (sub) All alone, They leaves us all alone, And do I fight? No, I just take it. Why do Us? I don't know why. That's Us. Everytime, My friends say it's a crime, To take him back, But frankly, We don't give a damn. That's how I am, That's Us.

Rusty: I may cry, now and then, Say goodbye, Until then, They appears, Dry the tears,Here we go again...

Rusty And Dinah: Guess I know, Each time I watch them go, They won't go far, For who would let him do? The things We let them do, There's only Two, that's us, That's who? That's us. Why do We let them do, The things We let them do? That's how we are, that's us, That's why We' are us.

Part 22: Rusty's Alone/I am The Starlight/Starlight Sequence
Rusty: Guess they're right,They cheated me when I tried playing fair. I complained and they treated me Like I wasn't there. Left me with nothing,Not even doubt. No-one to turn to, I'm down and I'm out.

(Rusty, beaten, down, hopeless In the darkness with Dinah.)

Rusty: Starlight Express?

Rusty: STARLIGHT EXPRESS!

Starlight Express: Only you have the power within you. Just believe in yourself - The sea will part before you, Stop the rain, turn the tide. If only you use the power within you. Needn't beg the world To turn around and help you. If you draw on what you have within you. Somewhere deep inside.

Rusty: Starlight Express, Starlight Express, Are you real, yes or no? Starlight Express, answer me yes. I don't want you to go.

Starlight Express: Rusty you're blind, look in your mind -I'm there. Nothing's new. The Starlight Express is no more nore less. Than you Rusty. I am you. I'm you and Only you.

Rusty: I am the Starlight.

Starlight Express: Have the power within you.

Rusty: I can achieve.

Starlight Express: Just believe in yourself The sea will part before you.

Rusty: anything.

Starlight Express: Stop the rain and turn the tide.

Rusty: All the things I didn't believe.

Starlight Express: If only you.

Rusty: I am the Starlight.

Starlight Express: Have the power within you.

Rusty: I can see it through.

Rusty And Starlight Express: Needn't beg the world to turn around and help you. If you draw on what is deep inside.

Rusty; I won't let you down.

Part 23: Rusty And Dustin And Dinah
Dustin: *cough cough*

Rusty: Poppa?

Dinah: Belle?

Rusty: Hoppers?

Rusty And Dinah: Dustin!

Dustin: Hello You two, excuse my cough. It's dusty round here, I must have just dropped off.

Rusty: Dustin, We have seen The Starlight. I know now what I have to do.

Dustin: I know what you mean, my eyes were shut. But I saw it too! I did Rusty, Truly!

Rusty: So come with me.

Dustin And Dinah: Of course I will. You'll find me pretty quick - downhill!

Dustin: But where are we going?

Rusty: Dustin you must trust in me!

Part 24: World Championship Race
Control: Control. Control. Re-run of championship on downhill course Rerun of championship. Phoneix to Los Angeles. (For the fourth time that night the spotlights flew over the track and the marshals skated out.) In track one: Greaseball with Ashley and Pearl. In track two: Electra and -(Control trailed off, puzzled, another partner switch?) carriage change! Carriage change! Electra with Buffy and The Red Caboose.

Greaseball: Lo-co-mo-tion, Lo-co-mo-tion, Lo-co-mo-tion, Lo-co-mo-tion, Lo-co-mo-tion, Lo-co-mo-tion, Lo-co-mo-tion, Lo-co-mo-tion.

Ashley: Gonna be hot, hotter than hot, Gonna be hot, hotter than hot, Gonna be hot, hotter than hot

Pearl: Why should I have to Lie? Why should I have to Lie?

Caboose: Just for me, I'm in this Just for me, I'm in this.

Electra: I'm gonna win, Must help me win, I'm gonna win.

Buffy And Caboose: I'll help you win.

All: I'll be victorious, I'm gonna win.

(Suddenly the lights flickered and fog rolled in across the yard. The racers froze and looked around as an eerie feeling filled all of them. A wild hope rose within Pearl, but it was impossible, completely impossible. Rusty had been hurt in the other race, and Control had eliminated him. The arched bridge slowly lowered. A white light shone from the bridge. Pearl and the others blinked into the light, it looked like someone's headlights. As the bridge touched down an engine in black and silver turned off his lights so they could see him. He was a steamer, but that was all that anyone could tell. The engine pulled off his helmet, tucking it under his arm. He rolled down the bridge in the usual steamer fashion, the big hopper, Dustin And the dining car, Dinah was hitched behind him. Pearl looked questioningly at Dustin And Dinah, but got no response. The engine, seeming to ignore them all, rolled around the yard.

The steamer: Earth, Water, Air, Fire, See the steam rise higher. Earth, Water, Air, Fire, See the steam rise higher. Earth, Water, Air, Fire, See the steam rise higher. Earth, Water, Air, Fire-

Dustin: Aggregates are really great! Aggregates never complain! Humping all the rubble At the double, no trouble, It's great to be an aggregate train. Aggregates are really great! Aggregates never complain-

Dinah: We will win. We will the win this Race. Because, We want get back our Lovers. We will win. We will the win this Race. We will win. We will the win this Race. Because, We want get back our Lovers-

Control: Hey, marshalls. Stop Stranger! Stranger is not in the re-run, Stranger clear tracks! Entries have closed! Entries have closed! Who are you?

The steamer: The Starlight Express.

(The what? Everyone thought, stunned. Suddenly the fairy tale seemed very real indeed.)

Control: Leaping locomotives!

(Control exclaimed, and fell silent. If the Starlight Express wanted to race, no one could stop him. The racers lined up. Greaseball growled, Starlight Express or not, he was the champion. Pearl blinked and tightened her grip, she could do this, and after the race she'd find Rusty and then... he didn't know what she'd do next. Electra generated more power, he had a feeling he'd need it. The caboose had his usual grin. They skated onto the bridge as everyone else watched.)

All: They gonna race and replace Rusty. They gonna race in the final! Who'll be victorious, who's gonna to win? I'll be victorious, I'm gonna to win. I'll be victorious, I'll be victorious. I'll be victorious, I'm gonna to win. I'll be victorious, I'll be victorious. I'll be victorious, I'm gonna to win! Who'll be victorious, who's gonna to win!

Control: Trains to your tracks! Marshalls! Check the Course! Twenty Seconds! (Control called as the siren sounded and the bridge locked into place, The racers put on their helmets.)

Control: Ten, nine, eight, seven, six, five, four, three, two, one. Go!

(Race from Starlight Express Begin)

Control: And here they come! As they head out for this downhill re-run of the final it's Electra out front with The steamer way back. And right away the champion takes it. It's Greaseball, Electra and The steamer as they come down from the high level.

(The three engines took off, leaving the bridge to go across the high racetrack. After a short straight course there was a steep drop. Electra kept pace and passed Greaseball.)

(Wide Smile from Starlight Express)

(He put on an extra burst of power, trying to put some distance between him and Greaseball. Electra shot down the ramp without trying to slow. Greaseball slowed as he went down, just as he'd predicted, Electra's momentum had carried him off course. Greaseball gave him a push and took the lead. The steamer sailed down the hill quickly and leveled off without missing a beat. He caught up with Electra. The electric engine sparked and the steamer pulled away. He swerved and Dustin hung on for dear life as the steamer avoided all of Electra's shocks.)

(AC/DC from Starlight Express)

(Electra growled and sped up, gaining on Greaseball. Greaseball slammed into Electra and pulled ahead. Electra reached out and let a lightning bolt fly. Pearl's eyes filled with tears of pain and she just barely managed to hang on. She leaned heavily on Greaseball.)

(Right Place, Right Time from Starlight Express)

(Electra pulled ahead. Greaseball chased after him, but now Pearl was simply a dead weight behind him. She was slowing him down. He reached back and grabbed her wrists.)

(A Whole Lotta Locomotion from Starlight Express)

Pearl: Greaseball, wait! no! Stop!

(Greaseball chased Electra, but couldn't catch him. the steamer was rapidly gaining on the diesel. Greaseball frowned, something wasn't right.)

Control: Something's holding the champion back! It's Pearl!

Greaseball: Come on Pearl! Move it!

Pearl: Rusty Help! Help!

(Greaseball pulled ahead with Electra close behind and the steamer in third. Electra chased Greaseball. The diesel growled and sped ahead. He ignored her and unhitched her. She opened her eyes to see the helmet of the third engine in the race. Through it she saw his concerned eyes staring at her.)

Pearl:(screaming Terrorly)

Control: Oh, no We have a runaway.

(Pumping Iron from Starlight Express)

(At that fast speed and hurt as she was, she didn't have a prayer of stopping. She screamed as she headed towards the edge of the track as she was about to crash... and suddenly she stopped. Someone had grabbed her and pulled her safely back on the tracks. She opened her eyes to see the helmet of the third engine in the race. Through it she saw his concerned eyes staring at her.)

The steamer: I got you, Pearl. Are you alright?

Pearl: Yes, don't worry about me! Go on! Beat him!

The steamer rehitched Dustin And Dinah and sped off with a blast of steam. Greaseball caught up with Electra and pulled even with him.

Control: The champion's racing with Ashley, That's not allowed, The rules say he's got thirty seconds to find second partner.

(Electra snarled and sped up, passing Greaseball, who had slowed anyway. Electra raised a hand and his electricity cracked threateningly. If the diesel even tried to take Buffy...)

Control: He wants the Red Caboose, but Electra's not letting go.

(He turned and looked meaningfully at the caboose. Without hesitating, the red caboose switched engines. Greaseball sped up again. Electra growled and sped up.)

Control: Not for long. Greaseball takes the Red Caboose.

(No Comeback from Starlight Express)

(Pearl watched the steamer try to catch up with the other two and her eyes filled with tears again. He was so far behind now. She turned and ran. Greaseball and Electra sped past the main station and through the tunnel. Electra let a thunderbolt fly, lighting up the tunnel. When they emerged the caboose had switched back to Electra.

(Crazy from Starlight Express)

All: Starlight, can you believe it, it's Starlight!

(The steamer had been biding his time and now he shot forward, past Greaseball, and past Electra. The electric engine growled and threw a bolt of lightning at The steamer. Instinctively The steamer slowed and letting the lightning miss. Both engines were surprised. Electra tried again, and again the Steamer avoided it. The steamer smiled, avoiding the electricity was easy. Electra growled, that steamer was teasing him, The more he thought about it the angrier he got and the more electricity he generated. He let out a lethal lightning bolt, straight at Rusty. The steamer shot ahead in a burst of steam, outrunning the electricity. The lightning bolt hit Greaseball instead.)

Control: Electra zaps the champion!

All: Come on Starlight! Come on Starlight! Come on Starlight! Come on Starlight! Come on Starlight! Come on Starlight!

(Greaseball, electrified, swerved erratically all over the track. Greaseball collided with Electra and Caboose, bumping them, just enough to cause the electric engine to short circuit.)

Control: They're outta control! Look Out! They're gonna crash!

(Ashley and Buffy uncoupled as they felt their engines loose control. Greaseball, Electra and the caboose plunged off the track and headed towards the sidings, They frantically trying to stop. They rolled through the opening in the side of the tunnel and crashed into the sidings...The steamer shot across the finish line.)

Control: Starlight Express is Winner! Starlight Express is the champion in the World! Starlight Express for lap of honour.

(After The steamer returns to the train yard victorious. The steamer took off his helmet and looked around, where was Pearl?)

The steamer: I must find Pearl, I must find Pearl, I must find Pearl, I must find Pearl!

(Suddenly the siren sounded.)

Control: Oh No, The Starlight Express was Rusty. all of sport has been snatched!

All: Where's Starlight gone? Rusty must be the Starlight Express?

Part 25: One Rock & Roll Too Many
Ashley: Hold on a minute. (Ashley said looking over into the sidings.)

Buffy: What is that?

(A strange figure rolled out from the sidings, groaning softly. It was a strange mixture of black, yellow, red and blue. The cars made way for it. "It" was Greaseball, Caboose and Electra, the crash had tangled them together. Greaseball groaned, he wanted the caboose off his back. He gave him a shove. Electra groaned and pushed the caboose back towards Greaseball. The caboose couldn't protest against being shoved around. The cars watched the two engines and red caboose, somewhat amused. Caboose tried to straighten, without too much success. The three sighed sadly, none of them had planned on this.)

Greaseball, Caboose And Electra: One Rock 'n' Roll too many. One night's sleep too few. Too much ringing that bell. Takes its toll, out of you.

Caboose: The sound's too loud.

Electra: And the light's too bright.

Greaseball: My chains are too heavy, and my pants are too tight.

Greaseball, Caboose And Electra: One Rock 'n' Roll too many. Takes its toll... out of you. One Rock 'n' Roll too many. One more farewell show. Come on clap your hands.

Caboose: Are you having a good time?

(Greaseball and Electra looked at caboose and angrily said.)

Greaseball And Electra: No!

Caboose: My breakdance is broken! My hip has hopped!

Greaseball: My mojo ain't working!

Electra: And my pill has just popped!

Greaseball, Caboose And Electra: One Rock 'n' Roll too many. Takes its toll... out of you.(Greaseball and Electra pushed on each other, finally seperating.) One Rock 'n' Roll too many. I can't hear no more!

Greaseball: What did you say?

Caboose: I can't hear nothing.

Greaseball: What did you say?

Electra: I can't hear nothing.

Greaseball: I can't hear nothing.

Electra: What did you say?

Greaseball: I can't hear nothing.

Caboose: What did you say?

(They looked at each other and sighed.)

Greaseball, Caboose And Electra: I said one Rock 'n' Roll too many. Takes its toll, And the soul, Out of you.

(They sank to the ground and collapsed in a heap.)

Control: Control! Control! Rusty to return immediately! Rusty to return immediately, or lap of honour will be cancelled! Lap of honour will be cancelled!

Poppa: This is End of the Line! Where's Rusty gone? Where's Rusty gone?

All : Looking for Pearl.

Momma: What happened to Pearl?

(Greaseball, Caboose and Electra squirmed uncomfortably, unable to move, they were also unable to run. All leaned in and whispered to Poppa. The steamer looked startled and made an uncoupling motion with his hands and then pointed down at Greaseball. Momma nodded.)

All: What happened to Pearl?(Poppa glared down at the three at his wheels. Greaseball and Electra pointed at Caboose with an "it-wasn't-me" expression.) What happened to Pearl?

(Greaseball shrank under Poppa's stern gaze. Poppa reached down and grabbed Greaseball's rings, roughly forcing the engine to get up. Electra and Caboose, half on the diesel, was also forced up.)

Poppa: You'll show us if it takes you all night.

(The three groaned as their frames protested against movement, but Poppa showed them no sympathy. Electra hitched behind Caboose as Poppa grabbed his couplings. The rest of the cars hitched behind Poppa in a very long train of trucks, coaches and components in no particular order. Electra, Caboose and Greaseball were bent over, nearly double as Poppa pushed them along, pulling everyone else. They skated around the yard and then off in search of Rusty.)

Part 26: I Do
(Pearl was alone in the freight yard, sitting on Poppa's usual spot. She sighed and brushed tears out of her eyes. She saw clearly now. She still hurt from being hit in the race, but that was nothing compared to how she felt inside. She wanted her engine back, her right engine. She sighed again and looked up.)

Pearl: He whistled at me. I know I found my steam train, He whistled at me. I could’ve had my dream train. I saw you, I saw you And my world changed. I played a game It’s true. Someday soon, someday soon. I know I’ll wait. It’s not too late. Oh how I wish you could see. How much I’ve discovered. How much I still care. I see you when you’re looking lonely and I hope that everything’s alright. You think that nobody will love you, But I do. And I’m wondering if you feel the same way. But I’ll never get the chance to ask. I guess you’ll never know how I love you But I do.

(The dark steamer and coach and the truck from the race rolled in. They looked around, saw Pearl and started towards her. He still wore his helmet; he had come directly from the racetrack. Pearl looked up hopefully; but it was just that steamer, Dustin and Dinah. The one who had saved her, and probably lost because of it.

The steamer: I saw you, I saw you, And time stood still. Won't rest until You’re mine. Someday soon, someday soon. I’ll end the chase. We’ll win the race. I wish you could see. How much I discovered. How much I still care. I see you when you’re looking lonely And I hope that everything’s alright. You think that nobody will love you, But I do. And I’m wondering if you feel the same way. But I’ll never get the chance to ask. I guess you’ll never know how I love you But I do.

Pearl: So who won the race?

The steamer: I did, I... I think...

Pearl:	And who are you? (She pushed back his hair and brushed the dust from the race off his face, and stared into his eyes, filled with concern for her. She gasped) Rusty? (she mouthed hardly daring to hope. He smiled and whistled softly.) Rusty it is you! (she cried, throwing her arms around him, and she was sorry, for everything. He hugged her back, he forgave her.)

Rusty And Pearl: It’s so obvious. How good you made me feel.It’s so obvious. That we should make this real. I see you when you’re looking lonely and I hope that everything’s alright. You think that nobody will love you, But I do. And I’m wondering if you feel the same way. But I’ll never get the chance to ask. I guess you’ll never know how I love you, But I do. I see you when you’re looking lonely And I hope that everything’s alright. You think that nobody will love you, But I do. And I’m wondering if you feel the same way. But I’ll never get the chance to ask. I guess you’ll never know how I love you, But I do.

(Rusty let go of Pearl's hands, took a step forward and turned. He backed up and offered Pearl his couplings. She took his rings and set a hand on his arm. Rusty smiled and took an exaggerated step forward, moving his arms along with it. Pearl copied him, moving perfectly in rhythm with him. He pulled her forward and then she unhitched. He rolled up and down the hill to come around and face her. He took her in his arms and held her close. She reached up and stroked his face.)

Part 27: Long Live Rusty King of the Track
(At that moment the long train pulled into the freight yard from the side of the hill.)

All: Long live Rusty, king of the Track! Long live Rusty, King of the Track!

(Rusty and Pearl looked up as the train circled around the yard. Rusty had won! Pearl thought, she grinned and hugged him again. Electra had collapsed and lay on his back, motionless. Greaseball made it a little further around the yard before he also fell. Rusty turned to see Poppa and Momma. He grinned and gave Dustin a hug. Poppa rolled over to Pearl, took her hands and smiled.)

Control: Lap of honour cancelled. Lap of honour cancelled. Engines must obey Control!

(Rusty looked up and shrugged and returned to Pearl. Joule, who was near Caboose and Electra, reached down and took their hands, trying to pull Electra up, without much success. Greaseball lost his balance and fell. He rolled over and tried to push himself up. Dinah gasped when she saw Greaseball.)

Dinah: Greaseball, you're hurt!

(She dropped to her knees and pounced on him, effectively tackling him. Greaseball groaned as he was pushed down again.)

Greaseball: No Dinah, please don't cry.(he begged, from his facedown position. He pushed himself up again and rolled over to face her.) I'm washed up, I'm finished, but gee, Dinah, I - I don't know how to tell it.

Dinah: Come on Greaseball, you can spell it.

Greaseball: Okay Dinah, I'm S.O.R.R.R.Y.

(He hazarded a glance up at her. She still had tears in her eyes but she was smiling. She was smiling. He smiled back and relaxed into her arms. He didn't know what would happen to him, or them, but they were together.)

Poppa: You could be converted.

(He looked down at Greaseball and cleared his throat. Dinah put a hand on Greaseball's chin and lifted his head up and out of where it had been buried in her chest.)

Greaseball: What d'you mean?

Poppa: Rebuilt, with a new and better form of power.

(Electra sat up and reached toward Poppa.)

Electra: You think I could be converted to steam?

Poppa: Sure could - and with steam, you'd be under your own control!

(He looked at Belle and Momma meaningfully.)

Control: Engines must obey control! Engines must obey control! Do what you're told!

All: Shut it, Control!

Part 28: Light at the End of the Tunnel
Poppa: Diesel is for unbelievers. (The entire group cheered. Greaseball made a face.) Electricity (Behind him, Electra started to smile.) is wrong (Electra's smile faded. Greaseball pointed to Electra and laughed.) Steam has got the power That'll pull you along! (Rusty grinned at Pearl and the entire group moved back further into the yard.) There's a light at the end of the tunnel. There's a light at the end of the tunnel. The inside might be as black as the night.

All: There's a light at the end of the tunnel. There's a light at the end of the tunnel. The inside might be as black as the night. But at the end of the tunnel there's a light.

Girls: there's a light.

Poppa: It's the power of James Watt, the steaming Scot.

Momma And Belle: The man who watched the pot "hey I've got a brilliant plot, when that steam is hot it seems to make a lot of power."

Poppa: It could turn a wheel ...

All: Lots of power ...

Poppa: It could drive it down a track ...

All: Clickety clack, clickety clack...

Poppa: It could drive it with a beat ...

All: Choo-choo-choo...

Momma And Belle: With enough left over for a.

All :Whoo-whoo! (Rusty's whistle rising above.) He saw the light at the end of the tunnel. He saw the light at the end of the tunnel.

Poppa: Thanks James Watt.

All: (Thank you Mr Watt)

Poppa: For watching the pot.

All: He saw a light at the end of the tunnel. He saw a light at the end of the tunnel. The inside might be as black as the night. But at the end of the tunnel. There's a light.

Poppa: There are dark days ahead. When the power goes dead. When the oil runs dry. What can we try?

Momma And Belle: We could use the sunlight.

Poppa: But it don't shine at night.

Momma And Belle: Nuclear fission leaves a nasty emission.

Poppa: Soon the pistons will be humming. Steam will have a second coming!

All: Woo-woo-woo! (They split into five lines and joined together, forming a star.) We see light at the end of the tunnel. We see light at the end of the tunnel. Just dig a hole and haul out the coal. We see light at the end of the tunnel. We see light at the end of the tunnel So let the water boil - Goodbye to oil. At the end of the tunnel. (They broke formation and took off around the tracks in the celebration.) There's a light. We see light at the end of the tunnel. (We see the light) We see light at the end of the tunnel. (We see the light) When the Angel Gabriel blows his magic toot. We see light at the end of the tunnel. (We see the light) We see light at the end of the tunnel. (We see the light) (Everyone returned to the yard.) We see the distant gleam that tells you it's steam. At the end of the tunnel there's a light. Starlight!