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{Fade to morning, O'Malley walks singing and his song wakes up Duchess}

O'Malley: I like a chee-chee-chee-chee-rony

Like they make at home

Or a healthy fish with a big backbone

I'm Abraham de Lacy

Giuseppe Casey

Thomas O'Malley

O'Malley the alley cat!

I've got that wanderlust

Gotta walk the scene

Gotta kick up highway dust

Feel the grass that's green

Gotta strut them city streets

Showin' off my eclat, yeah!

[He sees Duchess looking at him]

Tellin' my friends of the social elite

Or some cute cat I happen to meet

That I'm

Abraham de Lacy

Guiseppe Casey

Thomas O'Malley,

O'Malley the alley cat!

Duchess laughs: Why, monsieur, your name seems to cover all of Europe

O'Malley: Well of course. I'm the only cat of my kind. I'm king of the highway

Prince of the boulevard

Duke of the avant-garde

They world is my backyard

So if you're goin' my way

[Kittens wake up and peek from the basket]

That's the road you wanna seek

Calcutta to Rome or home sweet home

In Paris

Magnifique, you all

Toulouse: Oh boy! An alley cat!

Marie (hushing him with a paw): Shh! Listen!

O'Malley continues: I only got myself

And this big old world

But I sip that cup of life

With my fingers curled

I don't worry what road to take

I don't have to think of that

Whatever I take is the road I make

It's the road of life, make no mistake

For me, yeah, Abraham de Lacy,

Giuseppe Casey

Thomas O'Malley

O'Malley the alley cat!

That's right, and I'm very proud of that.

Yeah!

Duchess laughs and claps: Bravo! Very good. You are a great talent.

O'Malley: Oh thank you. And what might your name be?

Duchess: My name is Duchess.

O'Malley: Duchess. Beautiful. Love it. And those eyes.. ooh. Why your eyes are like sapphires, sparkling so bright, they make the morning radiant.. and light.

Marie: How romantic..

Berlioz: Sissy stuff!

Duchess: Oh, c'est tres jolie, monsieur. Very poetic. But it is not quite Shakespeare.

O'Malley: Of course not. That's pure O'Malley, baby. Right off the cuff, yeah. I got a million of 'em.

Duchess: Oh, no more, please. I am really in a great deal of trouble.

O'Malley: Trouble? Helping beautiful dame-- uh, damsels in distress is my specialty. Now, what's the hang-up, your ladyship?

Duchess: Well, it is most important that I get back to Paris. So if you would be just so kind and show me the way.

O'Malley: Show you the way? Perish the thought! We shall fly to Paris on a magic carpet, side by side, [Marie runs out of the basket] with the stars as our guide, just we two.

Marie: Ooh, that would be wonderful!

O'Malley: Three? [The other kittens run up] Four. Five! Six. Seven. Eight. Nine. Ten. Eleven. Twelve.

Duchess: Oh yes, monsieur O'Malley. These are my children.

O'Malley: Oh, how sweet.

Franklin: My name is Franklin. These are my other friends, Bear and Beaver.

Goose: I am Goose. 

Fox: I am Fox.

Dodger: I'm Dodger. and this is Tito, Einstein, Francis and Rita. 

Cooler: My name is Cooler. And this is Whopper, Nose Marie, Bright Eyes and Howler.

Slyly: They call me Slyly.

Leonard: I'm Leonard.

Babar: I am Babar, King of Elephants. And this is my wife, Celeste.

Lord Rataxes: My name is Lord Rataxes. And this is my son, Victor.

Berlioz: Do you really have a magic carpet?

Marie: And are we really gonna ride on it?

Duchess: Now, now, Marie.

Marie: Mama, do I have sparkling sapphire eyes that dazzle too?

O'Malley: Hoo-ooh, did I say that?

Duchess: Yes. Right off your cuff.

Berlioz: And you said we're gonna ride on your magic carpet.

O'Malley: Well, now, uh-- what I meant, you see, I--

Duchess: No poetry to cover this situation, monsieur O'Malley?

O'Malley: What I had in mind was a kind of a sports model, baby. You know, one of those--

Duchess: Perhaps a magic carpet built for two?

Marie: I wouldn't take up much room.

Duchess: (sighs) I understand perfectly, monsieur O'Malley. Well, come along, darlings.

(Marie sighs)

Toulouse: (hisses) I'm a tough alley cat too.

O'Malley: Hey there! You're comin' on. I'll bet you're a real tiger in your neighborhood!

Toulouse: Yeah, that's 'cause I practice all the time.

Duchess: Now, now, Toulouse, come along, dear.

Toulouse: Yes, mama.

O'Malley: See ya around, tiger!

[Toulouse leaves, hissing every few steps]

O'Malley: (to himself) Now that's quite a family. And come to think of it, O'Malley, you're not a cat, you're a rat. Right? Right. [He runs after Duchess and kittens] Hey! Hey, hold up there.

Duchess: Yes, monsieur O'Malley?

O'Malley: Now look, kids. If I said magic carpet, magic carpet it's gonna be. And it's gonna stop for passengers right... here.

[He draws a cross with a claw]

Victor: Oh boy! We're gonna fly after all!

Duchess: Another flight into the fantasy, monsieur O'Malley?

O'Malley: No, no, no, baby. Now you just hide over there and you leave the rest to J. Thomas O'Malley.

[He jumps up a tree]

Toulouse: Quick, mom, get in here.

Duchess: But, children.

Toulouse: Hurry up, mama.

Berlioz: Hurry.

[A car approaches]

O'Malley: One magic carpet coming up.

Celeste: That's a magic carpet?

[O'Malley jumps at the windshielf and screeches]

Driver: Sacre bleu! [The car stops] Sapristi! Stupid cat! Brainless lunatic!

[He starts the car]

O'Malley: All right, step lively! All aboard for Paris!

[Kittens, Franklin and friends jump up]

Duchess: Why, Mister O'Malley, you could have lost your life!

O'Malley: So I got a few to spare. Nothin'.

Duchess: How can we ever thank you?

O'Malley: My pleasure entirely. [Truck starts moving, O'Malley stays] Aloha. Auf weidersehen. Bon soir. Saranora. And all those goodbye things, baby.

Marie waves: Sayonara, mister-- [she falls down] Mama!

Duchess: Marie! Marie!

[O'Malley picks her up and gets back into the truck]

Duchess: Oh, Marie, are you all right?

Marie: Yes, mama.

O'Malley (getting inside) Haven't we met before?

Duchess: Oh, and I'm so very glad we did.

Marie: Thank you, mister O'Malley for saving my life.

O'Malley: No trouble at all, little princess. And when we get to Paris, I'll show you the time of your life.

Duchess: Oh, I'm so sorry, but, well, we just couldn't. You see, my mistress will be so worried about us.

O'Malley: Well, humans don't really worry too much about their pets.

Duchess: Oh no! You just don't understand. She loves us very much. Poor madame. {fade to Madame} In that big mansion, all alone. In all our days, in tender ways, her love for us was shown. And so, you see, we can't leave her alone. She'd always say that we're the greatest treasure she could own. Because with us she never felt alone.

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