Benny, Leo, and Johnny's Adventures of Sleeping Beauty

When the fairies are discussing what to do to avoid Maleficent's curse

Flora - Don't you see? A flower can't prick it's finger!
Johnny - Because flowers have leaves instead of fingers. Genius!
Flora - She'll be perfectly safe.
Benny - Yeah, until Maleficent sends her frost.
Flora - *laughs* Yes...*stops laughing and realized the flaw of her idea*...oh dear!
Leo - And we both know what happens when frost and flowers meet.
Flora - You're right. And she'll be expecting us to do something like that.

When everyone is preparing for Aurora's surprise party

Flora - What do you think of the dress?
Fauna - Well, it's...uh, it's not exactly the way it is in the book, is it?
Flora - Oh, I improved it.
Benny - I can honestly say, Flora, your definition of improved is not the same as mine.
Dagnino - Ditto.
Xiro - What would the king think when he sees his only daughter for the first time and she's wearing...that?

When everyone is returning to the castle

Johnny - Guys, I got this bad feeling, and for once it isn't Xiro's cooking.
Benny - Yeah, I think we should have waited until after sunset.

Everyone sees Aurora lying on the floor unconscious from Maleficent's curse

Johnny - Oh my god! Did you see that? She's...she's...(faints)

While the fairies are putting everyone to sleep {C}

Leo - Let's face it. We failed. Heck, I don't even deserve to be a leader.
Benny - Says who? Look, Dagnino may have been a problem four years ago...
Dagnino - Hey!
Benny - ...and you're just little guy with a big heart, and I'm not exactly fairest in the land, but I know one thing's for sure: when the nine of us stick together--
Johnny - We can do anything!
Xiro - And not Maleficent--
Benny - or nobody will stop us!
Leo - You're right. We have a prophecy to fulfill, and I'm not gonna rest until Princess Aurora is awaken from the spell.

When everyone exits the prison cell

(Diablo spots everyone and flies away squawking)
Benny - Oh crud!
Leo - Well, let's look on the bright side. At least things couldn't get any worse.
(Everyone heads for the stairs and see an army of goons running down toward us)
Leo - They got worse! THEY GOT WORSE!!!

When Maleficent turns into a dragon

Benny, Leo and Johnny - (simultaneously) Oh crud!!!

Benny, Leo and Johnny's Adventures of Noah's Ark

When the rain starts to fall

Noah - It was a test of faith for all of us...even me.
Leo - Well, it looks like we passed with flying colors.
Johnny - We'd better get comfortable. we're in for a long cruise.
Benny - None of us will be comfortable with the four predators on board.
Simba - Benny's right. You can't turn your back on them.

Benny, Leo and Johnny's Adventures of Dumbo

When the stork presents Mrs. Jumbo with her new baby

Stork - Sign here, please.
Johnny - She's expecting a baby, not a postal package.

When the other elephants are surprised to see Dumbo's big ears

Elephant #4 - Spells what? Oh ears! Oh these! (toys with Dumbo's ears) Aren't they funny?
Benny - (slaps away her trunk) Put a cork in it, pachyderm!

When Rafiki suddenly appears, singing his signiature chanting

Johnny - Hey, it's Rafiki! Oh I just love saying his name! Rafiki-rafiki-rafikiiii!

When the crows were teasing Dumbo

Timothy - You ought to be ashamed of yourselves! A bunch of big guys like you! Pickin' on a poor, little orphan like him!
Benny - The poor boy's been through enough the last couple days!
Timothy - Suppose you was torn away from your mother when he was just a baby. Nobody to tuck you in at nights. No warm, soft, caressing trunk to snuggle into. How would you like being left out alone, in a cold, cruel, heartless world? And why? I ask ya, why?
Benny - Just because of his ears, the public makes fun of him! His mother tried to protect him and they locked her away like a mad animal!
Timothy - And on top of that, they made him a clown! Socially he's washed up!
Benny - Oh, forget it, Timothy. These birds are no different than the clowns that humiliated him.

Benny, Leo and Johnny's Adventures of The Lion King

After everyone settles in their cave by the waterhole

Benny - (roars in pain) Ow!
Leo - (studders) Wha-what? What? B-Benny? What's wrong?
Benny - I got bit by a bed bug.
Timon - Ooh! Midnight snack!
Benny - Here. Hakuna Matata.

When Mufasa is teaching Simba and Johnny about the Circle of Life

Simba - But dad, don't we eat the antelope?
Johnny - Not to mention zebra, wildebeest, warthog, waterbuffalo--
Mufasa - Yes, my sons, but let me explain. When we die, our bodies become the grass...and the antelope eat the grass. And so we are all connected in the great Circle of Life.

During "I Just Can't Wait to be King"

Bruma - Hey, where did Timon go?
Leo - Uh...I think he went over to make friends.
Timon - (goes out side with a stick and looks up, seeing a chorus of animals) Oh perfect! We moved to the theater district. Get a load of these guys.
Benny - I don't know. It's rather catchy.
Timon - Knock it off! (swings the stick at an elephant's foot, causing the elephant and all the other animals to loose their balance and topple over)
Leo - Everyone back in the cave!
Benny - Whoa! Whoa! WHOA!!!

During "Hakuna Matata"

Pumbaa - (belches) I'm starved!
Simba - I'm so hungry I could eat a whole zebra.
Timon - Eeeahhah. We're fresh out of zebra.
Jonny - Any antelope?
Timon - Na-ah.
Simba - Hippo?
Timon - Nope.
Dagnino - So what are we supposed to eat around here?
Timon - (walks over to a log) Hey! This looks like a good spot to rustle up some grub.
(Pumbaa lifts the log with his tusks, revealing many insects. Timon picks on up)
Simba - Ew! What's that?
Timon - A grub. What's it look like?
Simba - (disgusted) Ew! Gross!
Leo - (covers his mouth) Ugh! There's no way I'm eating that.

When everyone is laying underneath the stars {C}Simba belches

Timon - Whoa! Nice one, Simba.
Simba - Thanks. Man, I'm stuffed.
Xiro - Yeah, same here. I couldn't eat another bite.
Pumbaa- Me too. I ate like a pig.
Johnny- Pumbaa, you are a pig.
Pumbaa- Oh. Right
Everyone - *sighs*
Pumbaa - Timon?
Timon - Yeah?
Pumbaa - Ever wonder what those sparkly dots are up there?
Timon - Pumbaa, I don't wonder. I know.
Pumbaa - Oh. What are they?
Timon - They're fire flies. Fire flies, got stuck up in that big blueish-black thing.
Panthy - Say what now?
Pumbaa - Oh, gee. I always thought they were balls of gas burning billions of miles away.
Leo - Pumbaa, with you around, everything's gas...and I know!

After Mufasa's spirit vanishes back into the stars

Johnny - (looks at the audience) Well, you don't see that on Animal Planet.

In Rafiki's tree

Rafiki - Well, that's that. No more time to finish the story.
Rae, Teresa and Zazu - What?
Zazu - Why?
Rafiki - you have that important business with Simba. Surely you are do back now.
Zazu - He probably needed his diaper changed, I'll catch up to him later.
Rafiki - to late (he points behind Zazu) he already caught up with you.
Zazu - (sees Simba) Sire
Simba - Hello, Zazu. I'm here for my diaper changed
Zazu - (nervous)
Rae - Hey, boys.
Benny - Hey, Rae. Hey, Teresa, What are you two doing in Rafiki's tree?
Teresa - Rafiki was tell how you guys meet Johnny.
Johnny - (sighs) A story fit for a king or two
Leo - Johnny, no more gloating, please?
Simba - Go on, Rafiki. Finish the story
Rafiki - Very good Simba

Johnny is talking with Benny and the others

Leo - So, Johnny, what is this about you being a king, anyways?
Johnny - Well, I was gonna be king of the jungle, but, like I said. That's all in the past.
Benny - Well, what happened to change all that?
Johnny - I really don't wanna talk about it.
Kairel - Come on, Johnny. It's alright.
Bruma - We're your friends. You can tell us anything.
Johnny - sorry, but it's just to painful.
Benny - Now, Johnny, I know from experience that the past can hurt. But, maybe if you just talk it out with us, it'll help to ease the pain. Did something bad happen?
Johhny - Yeah. Something really bad.
Panthy - What happened?
Johnny - My father died.
Xiro - Why that... ... That's so sad for you, little guy.
Benny - We're all very sorry, Johnny. Is there anything we can do for you?
Johnny - Thanks, guys, but I think you've done enough.
Dagnino - Now, Johnny, you should be grateful that we've taken the time to help you cope with your past!
Panthy - And we'll also be there to help you get your future back.
Johnny - But, how can I go back? I'm not who I used to be.
Benny - You are who you choose to be, Johnny. If you wanna stay here and live the rest of your life without worry, that's fine by us. But, if you wanna go back, go ahead. Either way, you know we'll be there for you.
Johnny - Thanks. You guys are the best. I'd better go talk to Simba about this. He's been stressing about this for a long time. He might explode!
Benny - *chuckles* good idea, Johnny.

During the battle scence

Scar - Ah, so you haven't told them your little secret. Well, Simba, now's your chance to tell them. Tell them who is responsible for Mufasa's death!
Simba - We are.
Kairel - *gasps* Johnny?
Sarabi - It's not true! Tell me it's not true!
Johnny - It's true.
Scar - You see? He admits it! Murderer!
Simba - No! It was an accident!
Scar - If it weren't for you, Mufasa would still be alive! It's your fault he's dead! Do you deny it?
Simba - No.
Scar - Then, you're guilty!
Simba - No! I'm not a murderer!
Scar - And you, Jondugu, were in this too! Mufasa took you in and this is how you repay him?
Johnny - What are you talking about?
Scar - Mufasa never told you that you were adopted, did he? He didn't think you could handle the burden.
Johnny - So, Mufasa really wasn't my father?
Sarabi - I'm sorry, Jon. We don't know what happened to your real parents. We took you in and cared you as our own. We didn't want you to find out.
Scar - And you wanted to get revenge on your adopted father for lying to you!
Johnny - No, that's not true!
Scar - Simba and Jondugu, you're in trouble again! But, this time, Daddy isn't here to save you! And now, everyone knows why!

While fighting the hyenas

Benny - *growls* Come and get some! (swats three hyenas)
Leo - Alright com'n! Com'n! Take that, ya mangy hyenas! (punches two hyenas)
(Xiro smacks another hyena)
Dagnino - What's that? You want more? (winds up) KABAAM!!! (punches a whole row of hyenas as they scream the famous Goofy hollar)
(The hyenas retreat)
Xiro - Yeah! Go on! Run, ya cowards!

Simba and Johnny have Scar cornered atop Pride Rock.

Simba - Murderer!
Scar - Simba! Jondugu! Please! Please have mercy! I beg you!
Johnny - You don't deserve to live!
Scar - Simba, I am family. It's the hyenas who are the real enemy. It was their fault. It was their idea.
Simba - Why should we believe you? Everything you ever told us was a lie.
Scar - What are you going to do? You wouldn't kill your old uncle?
Simba - No, Scar. We're not like you.

Benny, Leo and Johnny's Adventures of Aladdin

When two peasant children run out into the street in front of Prince Achmed

Achmed - Out of my way you filthy brats! (pulls back whip ready to strike)
Aladdin - (rushes in front of the children and blocks Achmed's whip and snatches it in the process) Hey! If I were as rich as you, I can afford some manners. (tosses the whip back to Achmed)
Leo - Yeah, you can't just go and attack innocent children like that! Who the heck to you think you are?
Achmed - I'll teach you some manners. (pushes Leo and Aladdin in the mud)
(The crowd laughs at them as Rae and Benny run over to help Leo up)
Kairel - Leo!
Benny - Leo, are you okay?
Leo - Yeah, I'm fine, Benny, but it's not every day neither of you see a horse with two rear ends.

Upon entering the Cave of Wonders

Leo - Come on, guys. If my parents are anywhere, they must be in there.
Rae - Right, Leo.
Johnny - (looking scared) Uh, I'm just gonna wait out here where it's safe, okay? I'm allergic to pain...I get a skin rash everytime I go inside a tiger's mouth...I break out in hives with I touch enchanted things. You know how it is...
Bruma - You're coming too!

Aladdin finds the Lamp

Aladdin - This is it?
Leo - Not quite. Have a look at this.
Benny - (picks up a red brooch with gold trimmings and a double faced Lionheart Logo) That's odd. I wonder why it did't set off any traps.
Leo - I don't know, but I think we better hang onto it just in case
(Benny hands the brooch to Rae.)
Aladdin - This is what we came all the way down here to-- (looks down and sees Abu break free of Carpet's hold and lunge toward the jewel)
Aladdin and Benny - (simultaneously) ABU!!! NO!!!
(Abu grabs the jewel.)
Cave of Wonders - INFIDELS!!!
Abu - Uh-oh!
Johnny - Oh crud! I knew something like this was gonna happen!
Cave of Wonders - You have touched the forbidden treasure. Now you will never again see the light..of...DAY!!! (the cave starts to shake as fire explodes from the rock and the water turns into lava)
Leo - OH CRUD!!!

Everyone wakes up after being sealed in the cave

(Xiro and Dagnino help Benny up)
Xiro - Benny are you okay?
Benny - (disoriented) I'm okay.
Johnny - I knew something like this was gonna happen...except I was expecting more.
Benny - Johnny's you're fine. It's just a few scrapes and bruises.
Johnny - I don't know, Benny. I think I heard my spine crack.
Benny - Oh, then I guess you won't be standing, which means you won't be able to eat.
Johnny - (stands up) I'm okay!
Kairel - Wait! Where's Leo?
(Leo's voices is heard muffled. Kairel sees that she's sitting on Leo's face. In alarm, she gets up)
Kairel - Sorry, Leo, but you should have said something.
Leo - I did, but I guess you must not have heard me from when I was under your massive butt!

After Genie finishes singing "Friend Like Me"

Johnny - *looks at the audience* Ha! Let's see them do that on Phineas and Ferb.

After Jasmine scolds the Sultan, Prince Ali and Jafar

Sultan - Oh dear!
Johnny - Well, that went well. Who's hungry?
Benny - (has his paw on his head in annoyance) Johnny! For goodness sake!

After Leo unleashes Genie to save Aladdin from drowning

Kairel - Leo. Are you okay?
Leo - Yes. (breath) I'm fine, sis.
Kairel - That was quite a brave thing you did. (kisses his cheek)

When Deathwing transforms into a dragon

Benny, Leo, Johnny, and Rae - Ooh...crud!

Benny, Leo and Johnny's Adventures with the Lion of Oz

After the Witch captures Xiro, Kairel, Bruma and Panthy.

Witch - Maybe I'll let them go, if we can come to an arrangement.
Johnny - (pulls out a canned soft drink) Oh boy.
Lion - Why don't I like the sound of that?
Witch - It's really quite simple.
Johnny - (pop the top) Here it comes.
Witch - Bring me the Flower of Oz!
Johnny - (looks at the viewers) Thank you and good night.

When the witch shows up and scolds Lion for "frittering away time"

Whimzic - It's true what they say: The Wicked Witch of the West is despicable.
Witch - THE EAST!!! THE EAST!!!
Leo - Alright! Alright! Sheesh!
Blitz - Ooh! Touchy, touchy, touchy.
Witch - And I'm much more despicable than my sister!
Rae and Teresa - (simultaneously) Oh, get over yourself!

When everyone stops at the river and Silly hears something.

Silly - Oh no! A waterfall?!?
Benny, Leo, Dagnino and Teresa - (simultaneously) OH CRUD!!!

Benny, Leo and Johnny's Adventures of Beauty and the Beast

When Heath Lynx unexpectedly arrives at France, stars and a moon swirling around his head.

Heath - (woozily) Star light--star bright--(he shakes his head and returns to his own self) Hey, where am I? How did I get here? (He turns and sees the team) YIPES!! (He hides back into the bushes) Are those guys following me? (He turns his attention to Gaston. He chuckles mischievously) Let's see if that guy can beat Benny into bits. This I gotta see.
Gaston - Belle, it's about time you got your head out of those books and paid attention to more important me!
(The Bimbettes, who are looking on, sigh. Belle has picked up the book and is cleaning off the mud)
Gaston - The whole town's talking about it. It's not right for a woman to read--soon she starts getting ideas... and thinking.
Belle - Gaston, you are positively primeval.
Gaston - (Putting his hand around her shoulders) Why thank you, Belle. Hey, whaddya say you and me take a walk over to the tavern and have a look at my hunting trophies?
Belle: Maybe some other time.
Bimbette 1: What's wrong with her?
Bimbette 2: She's crazy!
Bimbette 3: He's gorgeous!
(All three sigh romantically.)
Rae: (Comes to retrieve Belle) I'm sorry, Mister Gaston, but Belle is currently busy right now.
Belle - I'm afraid she's right, Gaston. I have to get home and help my father. Good-bye.
Lefou: Ha ha ha, that crazy old loon, he need all the help he can get!
(Gaston and Lefou laugh heartily.)
Belle - Don't you talk about my father that way!
Gaston - Yeah, don't talk about her father that way! (He conks Lefou on the head.)
Dagnino - (scoffs) Jerks.
Belle - My father's not crazy! He's a genius!
(Explosion in background. Belle and the team hurry to the house. Gaston and Lefou continue laughing)
Heath - I can't believe he let them get away like that! No matter. I'll talk some sense into him. (Kids throws a heavy ball in the air and the ball landed on Heath, causing him to knock out cold) Ha-cha-chaa...

{C}When we searching for Maurice inside the castle.

Johnny: (shouting) Papa! Papa! (discovers he is calling Maurice "papa") Huh? Wait a minute. He's not my father. Ahem--Maurice?

As the Beast reveals himself to Belle and the group.

Everyone : [gasps]
Panthy : I can't believe it!
Kairel : I never thought!
Johnny : Benny, he's a... a...
Benny : A beast?
Johnny : Yeah, he looks a lot like you!

when the beast finds out that Belle doesn't want to come to dinner.

Belle: I'm not hungry!
Lumiere: Uh, Master, I could be wrong, but (chuckles) that may not be the best way to win the girl's affections.
Cogsworth: Please attempt to be a gentleman.
Beast: But she is being so DIFFICULT!
Mrs. Potts: Gently, gently.
Beast: Will you come down to dinner?
Belle: No! (Beast points his finger at her rudely)
Cogsworth: Ah, ah, ah, ah! Suave, Genteel.
Beast: It would give me great pleasure if you would join me for dinner.
Cogsworth: (clears his throat) And we say please.
Beast: Please.
Belle: No thank you!
Beast: You can't stay in there forever!
Belle: Oh, yes I can!
Beast: Fine! Then go ahead and STARVE! If she doesn't eat with me, then she doesn't eat at all!
Mrs. Potts: Oh dear.
Rafiki: That didn't go very well at all, did it?
Cogsworth: Lumiere, stand watch at the door and inform me at once if there is a slightest change.
Lumiere: You can count on me, Mon Capitane!
Cogsworth: Oh well. We might as well go downstairs and start cleaning up.
Kairel: What a temper!
Panthy: He should never throw an angry fit infront of a lady!
Bruma: Well, now what do we do? If he keeps up with that temper, we won't be able to stay!
Benny: I wouldn't judge him too harshly, guys. I'll explain later.

When Belle sneaks out of the room.

Rae: (whispering) Hey, Belle. it's us. Want to sneak in some food? We'll help you out.
Johnny: (whispering) Let's go, I'm starving.
Leo: (whispering) Johnny, you're always starving.

When Cogsworth was giving a tour.

Panthy: Johnny, what's the matter with you?
Johnny: (looking horrified) Guys...this guy, Cogsworth...he really freaks me out.
Benny: We were a little freaked out about the living objects at first, but they're not really that bad.
Johnny: It's not that. I never told you this, guys, but...I'm afraid of clocks.
Rae: Why are you afraid of clocks?
Johnny : The horrible ticking...the awful tocking...the horror...
Leo : Johnny, seriously.

{C}After Beast saved Belle and everyone returns to the castle

Belle : Here now. Oh, don't do that!
Beast : (growls)
Belle : Just...hold still.
Beast : (roars in pain) That hurts!
Belle : (in counterpoint) If you'd hold still, it wouldn't hurt as much!
Beast : Well if you hadn't run away, this wouldn't have happened!
Benny : (furious) If you hadn't frightened her, she wouldn't have run away!
Leo : (shocked) Benny!
Benny - Yeah, I said it!
Beast - Well, YOU shouldn't have been in the West Wing!
Belle - Well, YOU should learn to control your temper!

Sunlight throws a snowball at Rae

Rae: OW!
Sunlight: Hey, kitty-cat! You better what out for falling snow!
Rae: (mutters as she was being annoyed by Sunlight) I thought I asked you not to call me that. (chuckles evilly as she makes a snowball) Sunlight! You got a big avalanche coming!
(Rae throws the snowball at Sunlight, but Sunlight ducks, thus the snowball hits Benny. Rae covers her mouth in shock, beckoning to Benny that she didn't mean to hit him with a snowball. Benny makes a even bigger snowball out of "friendly vengeance".)
Rae: Whoa, whoa, whoa, Benny, that wasn't meant for you. I don't mean any trouble for-- yikes!
Benny chuckles mischievously and throws the snowball, but Rae ducks, the snowball lands on Johnny and Leo.
Leo: All right. You asked for it.
Johnny: It's snowball wartime!

When Beast is getting ready for his date with Belle

Lumiere - To night is the night.
Beast - I'm not sure I can do this.
Lumiere - You don't have time to be timid.
Benny - Lumiere's right. You must be bold...daring!
Beast - Bold! Daring! *stands and shakes himself dry*
Benny and Leo - H-hey!
Palladon - So, here's what we put out for tonight : There will be music.
Tye - Romantic candlelight--
Lumiere - Provided by myself.
Dagnino - And when the moment is right--
Xiro - You must confess your love.
Beast - Yes, I, I con-- No, I can't.
Leo - But you care for Belle, don't you?
Coatrack starts cutting Beast's mane as he continues to converse.
Beast - More than anything.
Talon - Then you must tell her.
Coatrack finished cutting Beast's mane and steps back to observe*
Lumiere - Vola! Oh, you look
Beast - (in pig tails and bows) Stupid.
Johnny - (snickers in the famous Muttley laugh)
Lumiere - Not quite the the word I was looking for. Perhaps a little more off the top.
Near the End
Aurora Rose- You didn't think we planned on leaving without all of you, did you? (giggles as she tickles Leo's chin)
Leo- Watch it, Aurora. (purrs and chuckles from this)

Benny, Leo and Johnny's Adventures with Alice in Wonderland

At the beginning when Alice and her sister are sitting near the riverbank

Sister - Alice, will you kindly pay attention to your history lesson?
Alice - I'm sorry, but how can one possibly pay attention to a book with no pictures in it?
Sister - My dear child, there are a great many good books in this world without pictures.
Dagnino - For example, the manual for Leo's Omnitrix.
Leo - Zip it, Dag!
Talon - Dag, Please don't pre-vote my son.
Maggie - Leo, Try not to get exited.
Aurora Rose - He was just joking with you. (Giggles)

{C}When the team was asked 'what species were they

Rafiki - do we say this in Latin?
Sunlight - Well, I suppose you call us a group of leos, bestia, pardus, tigris, monachus, Worgenus, Taurenus, and one humanus named Alice.
(The team stood in silence with crickets chirping at the background. They were surprised of Sunlight's knowledge.)
Sunlight: What? I can study, can I?

The Cheshire Cat reappears on top of the tree

Cheshire Cat - Oh, by the way, if you'd really like to know, he went that way.
Benny - Who did?
Cheshire Cat - The white rabbit.
Leo - He did?
Cheshire Cat - He did what?
Johnny - Went that way?
Cheshire Cat - Who did?
Rae - The white rabbit!
Cheshire Cat - What rabbit?
Alice - But didn't you just say... I mean... oh dear!
Cheshire Cat - Can you stand on your head?
Alice - Oh!
Lion - He's lost it.

When everyone arrives at the Mad Tea Party...

Mad Hatter - Oh, What a delightful child. (gets elbow stuck in a tea cup) This is so exciting! We never get compliments. You must have a cup of tea.
March Hare - Ah, yes indeed! Tea! You must have a cup of Tea. (pours a saucer, tea cup, tea and two lumps off sugar all from the same tea pot)
Alice - That would be very nice.
Leo - Sorry we interrupted your...birthday party.
Alice - (March Hare hands her a cup of tea) Thank you.
March Hare - (quickly takes back the cup) Birthday?
Tye - Hey! That wasn't very nice!
March Hare - This is NOT a birthday party!
Mad Hatter - Of course not. This is an UNbirthday party.
Xiro - Unbirthday? Okay, now I'm really confused.
March Hare - It's very simple, now...wait! (thinks) An unbirthday...if you have a birthday, then you...(chuckles) They don't know what an unbirthday is.
Dagnino - Oh, and like you do?
Teresa - These two aren't mad! They're just a few french fries short of a happy meal.

When everyone moves down on the Mad Hatter command...

Dagnino - Well that was pointless.

After the Door Mouse has calmed down after running wild...:

Mad Hatter - My Goodness! Those are the things that upset me!
March Hare - See all the trouble you've started?
Alice - Really, I didn't think that--
March Hare - Ah, but that's the point! If you don't think, you shouldn't talk!
Benny - Now wait a minute! How was Alice supposed to know that--
Mad Hadder - Clean Cup! Clean Cup! Move down! Move down! Move down!
Alice - But I still haven't had any--
March Hare - (sings) Move down, move down, move down, move down.
Benny - (growls) This is getting us nowhere!
Palladon - You said it, Benny!

The March Hare suggest changing the subject...

Mad Hatter - Why is a raven like a writing desk?
Alice - Riddles?
Kairel - Hmm...let me see now. a a writing desk?
Mad Hatter - I beg your pardon
Xiro - Why is a raven like a writing desk?
Mad Hatter - Why is a...WHAT?!?
March Hare - Careful! She's stark-raving mad!
Claw - (glares angrily)
Talon - Alright! That's enough!
Alice - It's your silly riddle! You just said--
Mad Hatter - (scared trying to keep everyone back with a chair) Very good!
March Hare - How about a nice cup of tea?
Alice, Benny, Rae, Queen Eliza and Maggie - (furious) HAVE A CUP OF TEA INDEED!!!
Leo, Johnny and Rafiki - (furious) HAVE A CUP OF TEA INDEED!!!
Alice - Well, I'm sorry, but we just haven't the time!

After everyone leaves the tea party...

Maggie - Which way should we go?
Teresa - Wasn't there a bunch of signs over there? (sticks out her thumbs)
Benny the Cab - (pulls up) So, you call a cab or what?
Johnny - (breaking the fourth wall) See? This is what I mentioned eariler!
Benny - Eh, not now, Benny. We'll call you when we get to our adventures of Roger Rabbit.
(Benny the Cab drives away)
Tye - Where did he come from?
Palladon - Who cares? Let's get moving.

When the game of crouquet begins...

Queen of Hearts - SILENCE!!!
(everyone stops making noises)
Johnny - They play with flamingos and hedgehogs?
Leo - (clamps Johnny's mouth shut) Shhh....*whispers* shut up, Johnny!

At the trials...:

Benny - This trial is getting us nowhere.
Leo - If things go her way, Alice is going to be headless.
Rae - There must be something we can do.
Palladon - Like what? Any ideas?
Johnny - I've got it!
Benny - What is it?
Johnny - Maybe if I talk to the Queen, she can drop the charges, royalty to royalty.
Benny - I'm not so sure, Johnny. Remember, everything here is crazy.
Johnny - Exactly! That's why I'm the perfect man for the job.
Leo - You sure Benny shouldn't go, Johnny?
Johnny - Trust me. I'm the whackiest guy in our studio. (goes up the Queen) Listen, queeny, can I call you that? As King of the Jungle I find that this is a waste of your valuable time, why don't you--
Queen of Hearts - SILENCE!!!
Johnny - (flies across the room)
Leo - Whoa! We got you, Johnny!
(Benny and Leo catch Johnny)
Benny - Maybe you should have asked her out to dinner.
Johnny - Shut up!

When the Door Mouse runs wild after hearing the word "cat"...

Mad Hatter - Catch him! The jam! The jam!
King - The Jam! The Jam! By order of the king!
(Alice grabs a jar of jam as the March Hare grabs the jam spreader)
Mad Hatter - The Jam!
Queen of Hearts - Let me have it! (gets splattered with jam)
Johnny - (runs it with a giant mallet) Don't worry, I got it!
Everyone - JOHNNY!!! NO!!!
(Johnny hits the Queen of Hearts on the Head and passes it the March Hare.)

Benny, Leo and Johnny's Adventures of Robin Hood

When everyone falls from the sky and crashes into the tree with Robin Hood and Little John

Dagnino - (sarcastic) Way to stick tot he landing, genius!
Aurora Rose - Hush your mouth, Dag! He's getting better!

Everyone dresses up as female fortune tellers

Benny - Johnny, why are we all dressed as ladies?
Johnny - Trust me, Benny. After watching every single Bugs Bunny cartoon every made, I know that the protagonist can pass off as a lady.
Leo - Uh, Johnny, this isn't a Warner Brothers cartoon, ya know. This is real life.
Johnny - (breaks the fourth wall) Don't tell him. He may crack.

When Rae is pretending to read Heath's fortune

Heath - Now what about me dollface?
Rae - I'll show you who's a doll face, ya stinking...(keeps from getting mad)...Well, you are from a far away land as I can tell, and no one can do a job, like you do.

About another plan for the archery tournament...

Benny- ... And no ladies' costumes.

After everyone puts on their disguises at the Archery Tournament

Talon - Maggie, Claw and I will keep an eye on things from above.
Benny - Right, Talon. Johnny and Rae, you two take Rafiki, Lion, and the ladies to wonder around the fair with Friar Tuck and Alan-A-Dale looking for spies.
Rafiki - And I'll make sure Johnny doesn't give us away.
Johnny - Hey, what is this? Pick on the youngest one day?
All of the girls - (simultaneously) Shhh....Quiet, Johnny!
Johnny - I feel unappreciated!

During the Archery Tournament

Captain: For the final shoot-out, move the target back thirty paces!
Sheriff of Nottingham: You heard him, Nutsy! Get going! Move it, you bird-brain! (Nusty gets under the target and the basket) And remember what you're supposed to do.
Nutsy: Yes sir, Sheriff sir! (backs up for a few inches as the Sheriff shoots the arrow. Nutsy jumps in the air as the arrow hits the target. Everyone in the tournament boos in anger, especially Maid Marian)
Tye: Hey, that was cheating!

Robin Hood, Benny, Leo and the others are tied up and Prince John sentences them all to death

Prince John: Ah, young love. Your pleas have not fallen upon a heart of stone. But traitors to the crown must die!
Robin Hood: Traitor to the crown? That crown belongs to King Richard! LONG LIVE KING RICHARD!
Benny and Leo: Oh, get over yourself you little twerp!
Prince John: Ahh! OFF WITH THEIR HEADS!!

Everyone is making their escape from the tournament

Prince John - Stop the girl! (gets hit in the butt by Skippy's arrow) Ow!
Lady Cluck - (hits Prince John on the head) Take that, you scurvy nave!
Heath - Don't let them get away, ya mooks!
Benny - (punches Heath in the back of the head) Shaddup, dog-breath!
Prince John - Seize the fat one!

(Lady Cluck and Benny the Beast go all NFL on the Rhino Guards as everyone cheers them on)

Benny, Johnny, and Robin Hood are stealing all of the money from Prince John's room as Prince John mumbles a little and starts to suck his thumb in his sleep

Johnny - Ugh! That is disgusting!
Benny - Johnny, this is not the time too... Oh, you're right. What a big baby.

Everyone has escaped from Prince John's Castle, including Robin Hood and Johnny

Rafiki - Well, thank goodness, there's....THERE'S AN ARROW IN YOUR BUTT!!!
Johnny - Oh...well, so there is. (screams like Tom from "Tom and Jerry" and faints)
Leo - Okay, seriously! That's getting old.

The Fantasy Team has apprehended Heath

Heath - You can't do this to me! I have every right! I demand a trial!
Palladon - Oh, you'll get a trial alright...after you clean up Tantor's pen.
Aurora Rose - That will teach you a lesson.
Rafiki - Oh, just one day after that...Phew! You could make skunks hold their noses.
Teresa - And one other thing... (gut punches Heath super hard)
Heath - OMPH!!! (coughs)
Teresa - That one's for my daddy!
Xiro - Whoa! Remind me never to get on her bad side.
Dagnino - (laughs) Nice shot, my love.

Benny, Leo and Johnny's Adventures on the Titanic

Before everyone leaves for 1912

Leo - Well, if we can't take a cruise in this century, we could -- (Dagnino grabs his arm before he can touch the Time Omnitrix) H-Hey!
Dagnino - Oh no, ya don't, Leo! I've enough time traveling for a long time.
Leo - This will be different, Dag.
Dagnino - Some how, I doubt that.

When an officer stops Lion at the loading ramp

Leo - Um, excuse us, sir. This is our trained lion...from our movie studio.
Officer - Wild or tame, he must be encaged.
Benny - We paid for his ticket, as well as our own, and so he should be treated with the same passenger rights as we have. So unless you want us to press charges against you and the White Star Line for discrimination, you'd better step aside and let all of us board.
Officer - Discrim--what?
Leo - (whispers to Benny) Uh, Benny? I don't think he's buying it.
Benny - Right....let us put it another way.
(Benny and Leo roar at the officer)

Leo, Johnny, Rafiki and Lion are in their cabin on the night of April 14

Johnny - I can feel it getting c-c-cold out there.
Leo - Yeah. Even the Time Omnitrix is feeling it.
Johnny - Must you do that, Leo? Everytime you mess with that thing, it breaks and we get stuck in the past!
Leo - Will you relax, Johnny? I got it under control this time!
Johnny - That's what you said the LAST TIME!!!
Leo - Don't make me come over there!
(Rafiki whacks Leo and Johnny on the heads with his stick)
Leo - Ow!
Johnny - Ow!
Rafiki - Break it up, you two!
Leo - Hey!
Johnny - Sheesh! That hurt!

Everyone is in one room after hearing that the ship will sink

Xiro - Can't we just teleport back home using the Time Omnitrix.
Dagnino - I'm afraid not without teleporting the other people. The Time Omnitrix will teleport any and all within a 100 foot radius, and according to Mr Andrews' blueprints, the Titanic is 90 feet wide and 100 feet from keel to the boatdeck.
Panthy - So we just wait until the ship is empty before we teleport.
Benny - But the ship won't be empty. Even when all the lifeboats are gone, there will still be half as many people left on board. Let's face it...we're doomed. Some leader I turned out to be.
(Rafiki raises his staff to hit Benny on the head, but Benny sticks out his massive paw and stops him)
Benny - I AM IN NO MOOD!!!
(Rafiki blinks in surprise and backs away)

As the ship is sinking

Johnny - Must go faster! Must go faster! Must escape the flood!

The ship breaks in two


End of "Titanic" and Beginning of "The Little Mermaid"

Johnny - Leo, what just happened here?
Leo - I...I don't know.
Rae - You have me and Benny to thank.
Benny - To save us all from drowning, Rae and I combined our weapons' powers and turned us all into merpeople.
Rafiki - Ah! A wonderful idea you two had!
Benny - Well, it was Rae's idea.
Rae - But you helped, and with your help, the spell can last much longer.
Panthy - So, where are we?
Leo - Well, we're back in the present time, but we're still in the middle of the Atlantic.

Benny, Leo and Johnny's Adventures of The Little Mermaid

After the team meets Ariel and Scuttle

Scuttle - Look at this! Wow! This special. This is very, very unusual.
Ariel - What? What is it?
Scuttle - It's a dinglehopper!
Dagnino - Say what?!?
Scuttle - Humans use this little babies to straighten their hair out. See? Like a little twirl here, a yank there and -- voiolay! Ya got an aesthetically pleasing completion of hair that humans go nuts over.
Ariel - A dinglehopper!
Rafiki - That bird is cuckoo in the bananas!

Everyone leaves King Triton's Castle to follow Ariel

(Outside, the team is swimming. In the next shot, Johnny is being followed by a shark figure. Music is playing the first four notes of the Jaws theme. Johnny then later discovers he is being followed, beginning to swim faster, but the shark figure catches up to him. As the Jaws theme intensifies, the shark figure reveals to be Morsal Fin)
Morsal - Hi, guys.
Johnny - (hits Morsal on the head with his mallet) HI-YAAAA!!! Die, Shark! Die!
Benny - Whoa! Whoa! Johnny, wait a minute! Wait! Wait! Wait! WAIT!!!
Rafiki - (hits Johnny on the back of the head with his stick)
Johnny - Ouch!
Rafiki - Seems to me you need a strike in the fish tail, I think!
Benny - Johnny, there's nothing to worry about. It's my friend, Morsal Fin!

Everyone enters into Ariel's Grotto

Rafiki - Look at all this stuff! Nutcrackers, gemstones, music boxes, and lots of dinglehopp--I mean forks. Forks!

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