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                             KUNG FU PANDA
          
          

                              Written By
          
                     Jonathan Aibel & Glenn Berger
          
          
          
          
          FINAL DRAFT
          June 3, 2008
          
                                                                    1.
          
          
          EXT. VALLEY -- DAY
          
          A MYSTERIOUS WARRIOR treks across the rugged landscape.
          
                                NARRATOR (V.O.)
                     Legend tells of a legendary warrior
                     whose Kung Fu skills were the stuff
                     of legend.
          
          The warrior, his identity hidden beneath his flowing robe and
          wide-brimmed hat, gnaws on a staff of bamboo.
          
                               NARRATOR (V.O.) (CONT'D)
                     He traveled the land in search of
                     worthy foes.
          
                                                            CUT TO:
          
          
          INT. BAR
          
          The warrior sits at a table drinking tea and gnawing on his
          bamboo. The door BLASTS open. The MANCHU GANG rushes in and
          surrounds him.
          
                                GANG BOSS
                         (to warrior)
                     I see you like to CHEW!
                         (beat)
                     Maybe you should chew on my FIST!!
          
          The Boss punches the table.
          
                               NARRATOR (V.O.)
                     The warrior said nothing for his
                     mouth was full. Then, he swallowed.
          
          He swallows.
          
                               NARRATOR (V.O.) (CONT'D)
                     And then, he spoke.
          
                               WARRIOR
                         (dubbed hero voice)
                     Enough talk. Let's FIGHT!
                     SHASHABOOEY!
          
          WHAM! The warrior delivers a punch and the whole gang goes
          flying.
          
                               NARRATOR (V.O.)
                     He was so deadly in fact that his
                     enemies would go blind from
                     overexposure to pure awesomeness.
          
                                                                   2.
          
          
          The gang members blindly flail about.
          
                                NINJA CAT
                    MY EYES!
          
                              GATOR
                    HE'S TOO AWESOME!
          
          ONLOOKERS swoon.
          
                              SMITTEN BUNNY
                    And ATTRACTIVE!
          
                              GRATEFUL BUNNY
                    How can we repay you??
          
                              WARRIOR
                    There is no charge for awesomeness,
                    or attractiveness.
          
          ONE HUNDRED ASSASSINS appear and surround the warrior.
          
                                                            CUT TO:
          
          
          EXT. BAR - CONTINUOUS
          
          The entire bar swells, packed to the rafters with ninjas.
          
                                WARRIOR
                    KABLOOEY!
          
                                                            CUT TO:
          
          
          EXT. BAR - CONTINUOUS
          
          The roof EXPLODES and a cloud of ninjas erupts into the sky.
          Like a tornado, the warrior spins and knocks them all down.
          
                              NARRATOR (V.O.)
                    It mattered not how many foes he
                    faced. They were no match for his
                    bodacity.
          
          The warrior beats up a thousand ninjas, delivering his final
          blow while doing a split between two trees.
          
          The warrior stands amongst a field of vanquished foes as god-
          rays shine down upon him.
          
                              NARRATOR (V.O.) (CONT'D)
                    Never before had a panda been so
                    feared... and so loved.
                              (MORE)
          
                                                                   3.
                                NARRATOR (V.O.) (CONT'D)
                      Even the most heroic heroes in all
                      of China, the Furious Five, bowed
                      in respect to this great master.
          
                                MONKEY
                      We should hang out.
          
                                 WARRIOR
                      Agreed.
          
          As the Five salute the warrior, he turns to see more bandits
          approaching. The Five strike an attack pose. The warrior
          brandishes a shiny green sword and leaps off the mountain
          into the sea of bandits.
          
                                NARRATOR (V.O.)
                      But hanging out would have to wait.
                      `Cause when you're facing the ten
                      thousand demons of Demon Mountain,
                      there's only one thing that
                      matters. And that's--
          
          In mid air, the Five talk to the warrior in a strange voice.
          
                                MONKEY
                      Po! Get up!
          
                                TIGRESS
                      You'll be late for work!
          
                                 PO
                      Whu?
          
          
          INT. PO'S ROOM - DAY
          
          Po lands hard on the floor. He tries to clear his head and
          wake up.
          
                                PO'S DAD (O.S.)
                      Po! Get up!
          
          We see his room is filled with various kung fu posters
          (including a poster featuring all of the Five) and souvenirs,
          and a wooden version of the Sword of Heroes (the green
          sword).
          
          Po SIGHS.
          
          He attempts to kick himself to his feet but alas, his belly
          is too worthy a foe.
          
                                PO'S DAD (O.S.) (CONT'D)
                      Po! What are you doing up there?
          
                                                                      4.
          
          
                              PO
                    Uh, nothing!
          
          Po hops to his feet, imitating his Kung Fu action figures.
          
                              PO (CONT'D)
                    Monkey! Mantis! Crane! Viper!
                    Tigress! Rowrrrr...
          
          OUTSIDE on the balcony of the neighboring house, a pig
          watering flowers stares at Po. Po tries to play it cool and
          then quickly ducks out of sight.
          
                              PO'S DAD (O.S.)
                    Po! Let's go! You're late for work!
          
                               PO
                    Coming!
          
          He takes a ninja star from his floor and chucks it at the
          wall. It bounces off.
          
          He throws the star again, but it bounces off again. He picks
          it up and heads downstairs. He trips and falls the rest of
          the way.
          
          
          INT. KITCHEN - DAY
          
          Po falls flat on his face on the kitchen floor. A panda-
          shaped shadow looms over Po.
          
                              PO
                    Sorry, Dad.
          
                              PO'S DAD
                    Sorry doesn't make the noodles.
          
          Reveal that the shadow is actually caused by a basket being
          carried by a small DUCK. This is PO'S DAD. Po gets to work,
          which is not easy since the kitchen's not really made for a
          panda his size.
          
                              PO'S DAD (CONT'D)
                    What were you doing up there? All
                    that noise.
          
                              PO
                    Oh, nothing. Just had a crazy
                    dream.
          
          He gets back to work.
          
                                                                      5.
          
          
                              PO'S DAD
                    About what?
          
                               PO
                    Huh?
          
                              PO'S DAD
                    The dream. What were you dreaming
                    about?
          
                              PO
                    What was I... eh, I was dreaming
                    about uh... heh...
          
          Push in on Po -- is he going to admit his dream? He hides his
          throwing star behind his back.
          
                               PO (CONT'D)
                    Noodles.
          
          THOK. Dad stops chopping vegetables.
          
                              PO'S DAD
                    Noodles. You were really dreaming
                    about noodles?
          
                              PO
                    Uh, yeah. What else would I be
                    dreaming about?
          
          Po hands a noodle bowl to a customer, then realizes his
          throwing star is sitting in it.
          
                              PO (CONT'D)
                        (to customer)
                    Careful, that soup is... sharp!
          
                              PO'S DAD
                    Oh, happy day! My son, finally
                    having the noodle dream!
          
          He throws his arms around Po.
          
                              PO'S DAD (CONT'D)
                    You don't know how long I have been
                    waiting for this moment.
          
          When Dad pulls out of the hug, Po is now wearing a noodle
          apron.
          
                              PO'S DAD (CONT'D)
                    This is a sign, Po!
          
                                                                   6.
          
          
          Po looks at the apron nervously -- what has he gotten himself
          into?
          
                              PO
                    Uh...a sign of what?
          
                              PO'S DAD
                    You are almost ready to be
                    entrusted with the secret
                    ingredient of my "Secret Ingredient
                    Soup." And then you will fulfill
                    your destiny and take over the
                    restaurant, just as I took it over
                    from my father, who took it over
                    from his father, who won it from a
                    friend in a game of mahjong.
          
                              PO
                    Dad Dad Dad, it was just a dream.
          
                              PO'S DAD
                    No, it was the dream. We are noodle
                    folk. Broth runs through our veins.
          
                              PO
                    But Dad, didn't you ever, I dunno,
                    want to do something else?
                    Something besides noodles?
          
                              PO'S DAD
                    Actually...
          
          Po looks surprised.
          
                              PO'S DAD (CONT'D)
                    When I was young and crazy...
          
          Dad gets a wistful look in his eyes.
          
                              PO'S DAD (CONT'D)
                    I thought about running away and
                    learning how to make tofu.
          
                              PO
                    So why didn't you?!
          
                              PO'S DAD
                    Oh, because it was a stupid dream.
                    Can you imagine, me making tofu?
                        (laughs at the thought)
                    No. We all have our place in this
                    world. Mine is here. And yours is--
          
                                                                      7.
          
          
                              PO
                    I know. Is here.
          
                              PO'S DAD
                    No, it's at tables two, five,
                    seven, and twelve.
          
          He loads Po's arms with bowls of soup.
          
                              PO'S DAD (CONT'D)
                    Service with a smile!
          
          A GONG sounds in the distance. Po looks out the window at the
          distant JADE PALACE.
          
          
          EXT. JADE PALACE - DAY
          
          SLAM ZOOM in towards Palace.
          
          End next to palace on an old red panda (SHIFU) playing a
          FLUTE. He is surrounded by the bushes and trees that nestle
          between the Palace buildings.
          
          Wider: We dolly around from behind the bushes. Stealthy dark
          shapes move in the foreground.
          
          Back on Shifu, still playing. He seems oblivious.
          
          Five figures explode from the undergrowth simultaneously,
          diving on Shifu.
          
          Shifu moves like lightning - the flute now wielded like a
          staff - he deflects, blocks, dodges, parries - the attackers
          go flying -
          
          They roll and pick themselves up, turning to face Shifu, who
          is now standing - poised - ready for their next move.
          
                              SHIFU
                    Well done, students... if you were
                    trying to disappoint me.
          
          He uses his flute to correct the Five's technique.
          
                              SHIFU (CONT'D)
                    Tigress, you need more ferocity.
                    Monkey, greater speed.
          
          Each of the Five bows respectfully as their name is
          mentioned.
          
                                                                      8.
          
          
                              SHIFU (CONT'D)
                    Crane - height. Viper - subtlety.
                    Mantis--
          
          Shifu suddenly points the flute at a scared PALACE GOOSE.
          
                              ZENG
                    Master Shifu!
          
                              SHIFU
                        (impatiently)
                    What?!
          
                              ZENG
                        (startled)
                    Aah! It's Master Oogway. He wants
                    to see you.
          
          Shifu looks up, concerned.
          
          
          INT. HALLWAY
          
          Shifu strides purposefully down the hallway, which is lined
          with palace geese.
          
          
          INT. SCROLL ROOM - DAY
          
          Candles, incense, and smoke fill the room. The door bursts
          open, the candles flicker. Shifu enters.
          
                              SHIFU
                    Master Oogway? You summoned me.
          
          He bows. Then looks up without unbowing.
          
                              SHIFU (CONT'D)
                    Is something wrong?
          
          Reveal Master Oogway... a wise, old tortoise.
          
                              OOGWAY
                    Why must something be wrong for me
                    to want to see my old friend?
          
                              SHIFU
                    So... nothing's wrong?
          
                              OOGWAY
                    Well, I didn't say that.
          
          Shifu looks up, concerned. Oogway opens his mouth... and
          blows out a candle. And another candle. And another.
          
                                                                     9.
          
          
          Finally, Shifu uses his Kung Fu to blow them all out. Oogway
          smiles knowingly.
          
                              SHIFU
                    You were saying?
          
                              OOGWAY
                    I have had a vision... Tai Lung
                    will return.
          
          Shifu looks stricken.
          
          
          FLASHBACK - INT. SCROLL ROOM
          
          Quick, impressionistic images of Shifu battling a large,
          shadowy figure (Tai Lung).
          
          
          PRESENT - INT. SCROLL ROOM
          
          Shifu is rattled. He looks at the claw marks that still scar
          the wall and quickly looks away. But he regains his
          composure.
          
                              SHIFU
                    That is impossible. He is in
                    prison.
          
                              OOGWAY
                    Nothing is impossible.
          
          Shifu makes a split decision.
          
                              SHIFU
                    Zeng!
          
          He comes flying in. Shifu gets in his face.
          
                              SHIFU (CONT'D)
                    Fly to Chogun Prison and tell them
                    to double the guards, double their
                    weapons. Double everything! Tai
                    Lung does not leave that prison!
          
                              ZENG
                    Yes, Master Shifu.
          
          The goose flies off, but... SMACK! He hits a column. Then he
          is off. Back on Oogway, as he walks toward camera, away from
          Shifu.
          
                                                                   10.
          
          
                              OOGWAY
                    One often meets his destiny on the
                    road he takes to avoid it.
          
                              SHIFU
                    We have to do something. We can't
                    just let him march on the valley,
                    and take his revenge! He'll, he'll--
          
          Oogway looks into the water of the moon pool.
          
                              OOGWAY
                    Your mind is like this water, my
                    friend. When it is agitated, it
                    becomes difficult to see. But if
                    you allow it to settle, the answer
                    becomes clear.
          
          Shifu and Oogway stare into the pool. Oogway settles the
          water, revealing the reflection of an intricately carved
          dragon clutching a SCROLL in its mouth.
          
                              SHIFU
                    The Dragon Scroll...
          
                              OOGWAY
                    It is time.
          
                              SHIFU
                    But who? Who is worthy to be
                    trusted with the secret to
                    limitless power? To become...the
                    Dragon Warrior?!
          
          Dramatic music as we push in on Oogway's face. Then...
          
                              OOGWAY
                    I don't know.
          
          
          INT. NOODLE SHOP - DAY
          
          Po is serving customers, but has trouble squeezing between
          tables.
          
                              PO
                    Oop...sorry.
          
                              ANGRY PATRON
                    Hey! Watch it, Po!
          
                              PO
                    Sorry. Suck it up.
          
                                                                 11.
          
          
          He sucks his belly in, but this causes his butt to interfere
          with a bunny family's meal.
          
                              DISGUSTED PATRON
                    Ugh!
          
                              PO
                    Oop! Sorry! A thousand pardons.
          
          A couple palace geese put up a poster on the wall and a
          palace pig hits a tiny gong. This gets Po's attention. He
          rushes up to the poster.
          
                              PO (CONT'D)
                    What?! Master Oogway's choosing the
                    Dragon Warrior! Today!
          
          Customers jump up excitedly.
          
                              PO (CONT'D)
                    Everyone! Everyone! Go! Get to the
                    Jade Palace!
          
          Po urges the villagers out the restaurant.
          
                              PO (CONT'D)
                    One of the Five is gonna get the
                    Dragon Scroll!
          
          Customers rush to finish their food.
          
                              PO (CONT'D)
                    We've been waiting a thousand years
                    for this! Just take the bowl!
          
          Other customers are finishing their soup.
          
          One old lady customer slowly counts out coins and puts them
          on the table.
          
                              PO (CONT'D)
                    This is the greatest day in Kung Fu
                    history! Don't worry about it, just
                    go!
          
          He starts to run.
          
                              PO'S DAD
                    Po! Where are you going?
          
          Po stops dead in his tracks, busted.
          
                              PO
                    To the...Jade Palace?
          
                                                                  12.
          
          
                              PO'S DAD
                    But you're forgetting your noodle
                    cart! The whole valley will be
                    there, and you'll sell noodles to
                    all of them.
          
                              PO
                    Selling noodles? But Dad, you know,
                    I was kinda thinking maybe I...
          
                              PO'S DAD
                    Yeah?
          
                              PO
                    I was kinda thinking maybe I...
          
                              PO'S DAD
                    Uh huh?
          
          Po wants to say something to his dad, but he loses his nerve.
          
                              PO
                    ...Could also sell the bean buns.
                    They are about to go bad.
          
                              PO'S DAD
                    That's my boy! I told you that
                    dream was a sign!
          
                              PO
                    Yeah, ha ha, glad I had it.
          
          
          EXT. VALLEY SQUARE - DAY
          
          Throngs of Villagers are streaming into the arena. A couple
          BUNNY KIDS run by.
          
                              BUNNY FAN #1
                    Yippee!
          
                              BUNNY FAN #2
                    I'm a Kung Fu warrior!
          
                              BUNNY FAN #1
                    Me too!
          
          Where's Po?
          
          PAN DOWN a long, long, long, long flight of stairs. Po stands
          at the bottom with his noodle cart, looking up at the
          daunting task before him.
          
          Po struggles to pull his noodle cart up the stairs.
          
                                                                   13.
          
          
          The sun beats down on Po, but he presses forward. Climbing.
          Climbing.
          
                                                         DISSOLVE TO:
          
          
          EXT. VALLEY SQUARE - LATER
          
          Po is still struggling up the stairs.
          
                              PO
                    Come on! Come on, ya-- Almost
                    there...
          
          He stops, flopping onto his back to catch his breath.
          
          WIDEN TO REVEAL he's only made it up seven steps.
          
                              PO (CONT'D)
                    What? No! Oh No!
          
          Two Pigs pass by.
          
                                 KG SHAW
                    Sorry, Po.
          
                              JR SHAW
                    We'll bring you back a souvenir.
          
          Po watches as they run up the stairs. His eyes narrow. This
          is his heroic moment.
          
                              PO
                    No. I'll bring me back a souvenir.
          
          Po tosses off his hat and apron and begins his ascent up the
          stairs.
          
          
          EXT. JADE PALACE - ARENA PLATFORM
          
          Oogway reaches the bottom of the palace stairs and a Palace
          Pig bangs a gong.
          
                              SHIFU
                    It is an historic day, isn't it,
                    Master Oogway?
          
                              OOGWAY
                    Yes, and one I feared I would not
                    live to see. Are your students
                    ready?
          
                                                                 14.
          
          
                              SHIFU
                    Yes, Master Oogway.
          
                              OOGWAY
                    Now know this, old friend. Whomever
                    I choose will not only bring peace
                    to the Valley, but also to you.
          
          As Shifu contemplates what this could mean, Oogway starts
          walking off. Shifu quickly joins Oogway as they head towards
          the roaring crowd below. The pig bangs the gong.
          
                              ANNOUNCER
                    Let the tournament begin!
          
          
          EXT. VALLEY SQUARE - DAY
          
          Throngs of Villagers are streaming into the arena.
          
          
          EXT. TOP OF STAIRS - DAY
          
          Po gasps for air as he hoists himself over the last step,
          laughing victoriously.
          
                              PO
                        (out of breath)
                    Yeah!
          
          The doors to the palace arena begin to close.
          
                              PO (CONT'D)
                    Oh no! No no no! Wait! I'm coming!
          
          Po runs to the entrance and proceeds to bang on the door.
          
                              PO (CONT'D)
                    Hey! Open the door!
          
          DRUMS inside drown out Po's pounding. He yells.
          
                                 PO (CONT'D)
                    Let me in!
          
          Inside, spectators' screams drown out Po's yelling.
          
          Po panics for a beat and then finds a window. He jumps and
          weakly struggles to pull himself up.
          
          Po struggles to peek through the window.
          
                                                                  15.
          
          
          INT. PALACE ARENA - CONTINUOUS
          
                               SHIFU
                     Citizens of the Valley of Peace! It
                     is my great honor to present to
                     you... Tigress! Viper! Crane!
                     Monkey! Mantis! The Furious Five!
          
          The Five jump into the middle of the ring.
          
                               PO
                     The Furious Five!
          
          Po manages a brief glimpse of the Five before a gust of wind
          knocks Po to the ground and shuts the window.
          
                               SHIFU
                     Warriors prepare!
          
          Po runs over to a crack in the wall.
          
                               PO
                     Peeky-hole!
          
                               SHIFU
                     Ready for battle!
          
          Inside the arena, Po catches a glimpse of Crane as he spreads
          his wings.
          
                               PO
                     Yeah! Woo! The Thousand Tongues of
                     Fire!
          
          One of the spectators walks in front of Po, cutting off his
          view.
          
                               PIG FAN
                     Whoa! Look at that.
          
                               PO
                     Hey, get out of the way!
          
          Po backs up to get a better look at Crane in the sky and
          accidentally falls down the stairs.
          
          Po climbs back up and drops his head -- he missed it.
          
          MONTAGE:
          
          Po tries karate chopping the door open...to no avail. He
          slumps to the ground.
          
                                                                 16.
          
          
                               PO (CONT'D)
                    Ow...
          
          Po attempts a pole vault, but falls on his back. The pole
          whips around and hits him into the arena wall.
          
          Po rigs a catapult, only to get clobbered by it. The crowd
          CHEERS.
          
          Po sits atop the stairs. Alone.
          
                              SHIFU
                    And finally...Master Tigress!
          
          Po snaps to attention.
          
          Po pulls on a rope tied to a tree.
          
                              SHIFU (O.S.) (CONT'D)
                    And believe me citizens, you have
                    not seen anything yet!
          
                               PO
                    I KNOW!!
          
                              SHIFU (O.S.)
                    Master Tigress! Face Iron Ox and
                    his Blades of Death!
          
          Tigress sets up to deliver her move.
          
          Po launches himself up above the fence, gets a peek at
          Tigress, then falls out of view just as she does her move.
          
          Po lands outside the arena in a fireworks tent.
          
          
          INT. TOURNAMENT RING - DAY
          
          Oogway senses something. He raises his hand and the crowd
          hushes.
          
                              OOGWAY
                    I sense the Dragon Warrior is among
                    us.
          
          Shifu motions for the Five to gather in the center of the
          ring.
          
                              SHIFU
                    Citizens of the Valley of Peace!
                    Master Oogway will now choose...
                    the Dragon Warrior!
          
                                                                  17.
          
          
          EXT. TOURNAMENT RING - DAY
          
          Po comes to.
          
                              PO
                    Huh? Oh no! Wait!
          
          He sees the fireworks and has an idea.
          
                              PO (CONT'D)
                    Yeah!
          
          
          INT. TOURNAMENT RING - DAY
          
          Oogway closes his eyes and raises his hand as ceremonial
          DRUMS start to play.
          
          
          EXT. TOURNAMENT RING - DAY
          
          Po struggles with something, his back turned to us. Reveal he
          has tied a load of fireworks to a chair. He hops on and
          lights the fuse.
          
                              PO'S DAD (O.S.)
                    Po?!
          
          Po's Dad rushes over and tries to blow out the fuse.
          
                              PO'S DAD (CONT'D)
                    What are you doing?
          
                              PO
                    What does it look like I'm doing?
                    Stop! Stop! I'm going to see the
                    Dragon Warrior!
          
                              PO'S DAD
                    But I don't understand. You finally
                    had the noodle dream.
          
          Po looks uneasy.
          
                              PO
                    I lied. I don't dream about
                    noodles, Dad!
          
          He looks at the fuse... almost all gone... Po holds onto the
          chair for dear life, closes his eyes, and braces himself for
          liftoff.
          
                              PO (CONT'D)
                    I love kung fuuuuuuuuuuuuuuuuu-
          
                                                                   18.
          
          
          Po finally opens his eyes...
          
          He's still on the ground. The fuse was a dud. Po falls face
          first into the dirt. He looks away, embarrassed. Po's Dad
          holds out his apron.
          
                                 PO'S DAD
                       Come on, son. Let's get back to
                       work.
          
                                  PO
                       Okay.
          
          Po sighs, starts to reach for the apron, then-- BOOM! The
          rockets ignite, propelling Po into the stadium wall.
          
                                 PO'S DAD
                       Oh! Come back!
          
          Po's rocket chair blasts him into the sky amid a shower of
          fireworks.
          
                                 CROWD
                       Oooh! Aaahh!
          
          Po climbs up and up...until the rockets die out and the chair
          loses power...
          
                                  PO
                       Uh oh...
          
          Oogway's arm sweeps down the line of the expectant Five... Po
          falls towards the center of the ring...
          
          The tension builds as the Five wait to see who will be
          picked. Then... SMASH!
          
          Po lands and kicks up a huge dirt cloud, obscuring the ring.
          
          
          INT. ARENA
          
          PO POV: He sees the Five looking down at him, appalled. Po
          comes round slowly, getting his bearings. He looks around and
          sees Oogway. Strangely, the old turtle is smiling.
          
                                 PO
                       What's going on? Where...uh? What
                       are you pointing--?
          
          He looks up. An awful realization starts to dawn. Po GULPS.
          He is desperately embarrassed.
          
                                                                   19.
          
          
                              PO (CONT'D)
                    Oh. Okay. Sorry. I just wanted to
                    see who the Dragon Warrior was.
          
          He tries to shuffle his butt out of there, mumbling
          apologies.
          
                              OOGWAY
                    How interesting.
          
                              TIGRESS
                    Master, are you pointing at...me?
          
                               OOGWAY
                    Him.
          
                               PO
                    Who--?
          
          Po tries moving out of the way of Oogway's finger, but it
          keeps following him.
          
                               OOGWAY
                    You.
          
                               PO
                    Me?
          
          Oogway grabs Po's hand and holds it up for all to see.
          
                              OOGWAY
                    The universe has brought us the
                    Dragon Warrior!
          
                                                        QUICK CUTS:
          
                               PO
                    What?
          
                               FURIOUS FIVE
                    What??
          
                               SHIFU
                    What???
          
                               PO'S DAD
                    WHAT????
          
          The pig bangs the gong.
          
          The crowd goes wild! They cheer! They scream! Confetti falls!
          A palanquin is carried past Shifu.
          
                                                                   20.
          
          
                              SHIFU
                    Stop! Wait! Who told you to--?
          
          Po stands there, utterly stunned, his mouth hanging open. He
          is abruptly lifted up out of shot.
          
          Cut to the Palace Geese straining.
          
          Po is being lifted with great effort on the palanquin. He is
          carried off. Shifu elbows his way urgently through the
          thronging crowd to get to Oogway.
          
                              SHIFU (CONT'D)
                    Master Oogway, wait! That flabby
                    panda can't possibly be the answer
                    to... our problem. You were about
                    to point at Tigress. That thing
                    fell in front of her. That was just
                    an accident!
          
                              OOGWAY
                    There are no accidents.
          
          Oogway smiles benignly as we hear an off-screen CRASH!
          
          The camera adjusts to reveal the palanquin has collapsed
          under Po.
          
          Shifu looks at Oogway. Oogway just smiles.
          
          A squad of burly pigs rushes in and hoists Po, the palanquin,
          and the Geese onto their shoulders, and they head off for the
          Jade Palace. Stunned, Shifu watches them go.
          
          Behind him, the Five approach and bow.
          
                              TIGRESS
                    Forgive us, Master. We have failed
                    you.
          
          Shifu spins around.
          
                              SHIFU
                    No. If the panda has not quit by
                    morning, then I will have failed
                    you.
          
          Confetti flutters through the air as the celebration
          continues around them.
          
                                                            CUT TO:
          
                                                                 21.
          
          
          EXT. PRISON -- NIGHT
          
          A huge prison is carved into the side of a frozen mountain.
          Fifteen stories of iron and rock. No windows. One door --
          locked, bolted and sealed tight. Rhinoceros guards in armor
          patrol the perimeter.
          
          Zeng, the palace goose, flies into frame and a Rhino Sentry
          spots him in the distance. He lands, sliding on the ice and
          crashing into the gate. The rhinos point their spears at him.
          
                              ZENG
                    Wait wait wait! I bring a message
                    from Master Shifu.
          
          CLANG! The doors creak open. The terrified goose peers in.
          
                                                            CUT TO:
          
          
          INT. PRISON -- A MOMENT LATER
          
                              COMMANDER
                    What?!?!
                        (reading)
                    "Double the guard?! Extra
                    precautions?! Your prison may not
                    be adequate!"
          
          The Goose is quaking in fear. Stern Rhinos surround him,
          staring daggers at him. The Commander snaps the scroll shut.
          
                              COMMANDER (CONT'D)
                    You doubt my prison's security?
          
                               ZENG
                    Absolutely not.
                        (then)
                    Shifu does. I'm just the messenger.
          
                              COMMANDER
                    I'll give you a message for your
                    Master Shifu.
          
          
          ON A BRIDGE
          
                              COMMANDER
                    Escape from Chogun Prison is
                    impossible!
          
          The Goose is awed by the cavernous prison.
          
                                                                   22.
          
          
                                  ZENG
                       Whoa.
          
          The goose looks over the bridge's edge. The prison goes down
          a long ways. The commander hits the goose on the back.
          
                                 COMMANDER
                       Impressive, isn't it?
          
          A feather from the goose drifts down the prison.
          
                                 ZENG
                       Yes, very impressive. It's VERY
                       impressive.
          
                                 COMMANDER
                       One way in, one way out, one
                       thousand guards, and one prisoner.
          
                                 ZENG
                       Yes, except that prisoner is Tai
                       Lung...
          
          
          AT THE ELEVATOR
          
                                 COMMANDER
                       Take us down.
          
          Several guard rhinos winch the goose and the commander down.
          The commander grabs the chain and shakes the elevator, trying
          to scare the goose.
          
                                 ZENG
                       What are you doing?!
          
          The commander just laughs. The elevator finally lands,
          sending an echo throughout the prison.
          
          AT DOORS -
          
          A number of doors unlock, one after the other. Finally, a
          drawbridge is lowered out onto an island.
          
                                  ZENG (CONT'D)
                       Oh my...
          
                                 COMMANDER
                       Behold, Tai Lung.
          
                                 ZENG
                       I'll um...I'm just gonna wait right
                       here.
          
                                                                  23.
          
          
                              COMMANDER
                    It's nothing to worry about. It's
                    perfectly safe.
          
          He shoves the goose out ahead of him.
          
                              ZENG
                    Oof!
          
                              COMMANDER
                    Crossbows! At the ready!
          
                              ZENG
                    Crossbows?!
          
          They approach TAI LUNG, a giant, muscular snow leopard bound
          in a giant piece of tortoise shell armor and chains. He
          barely registers signs of life. The commander walks right up
          to him.
          
                              COMMANDER
                    Hey, tough guy, did you hear?
                    Oogway's finally gonna give someone
                    the Dragon Scroll and it's not
                    gonna be you!
          
          The goose can't believe it.
          
                              ZENG
                    What are you doing?! Don't get him
                    mad.
          
                              COMMANDER
                    What's he gonna do about it? I've
                    got him completely immobilized.
          
          The Commander stomps on Tai Lung's tail. We hear a crunch.
          The goose flinches. But Tai Lung does not react.
          
                              COMMANDER (CONT'D)
                    Awww. Did I step on the witty
                    kitty's tail? Awww.
          
          Tai Lung doesn't move. His eyes stare coldly straight ahead.
          
                              ZENG
                    I'm good. I've seen enough. I'm
                    gonna tell Shifu he's got nothing
                    to worry about.
          
                              COMMANDER
                    No, he doesn't.
          
                                                                     24.
          
          
                              ZENG
                    Okay, I'll tell him that. Can we
                    please go now?
          
          The Commander starts to walk back to the elevator. The goose
          hurries after him.
          
          The goose's feather flutters into frame. We follow the
          feather as it lands right in front of Tai Lung.
          
          HIS EYES OPEN. Tai Lung grabs the feather with his tail.
          
          
          INT. JADE PALACE - HALLWAY
          
          The palace doors open to reveal Po on the palanquin, hundreds
          of villagers behind him.
          
                              CROWD
                        (chanting)
                    Dragon Warrior! Dragon Warrior!
          
          Po is ushered in and the doors close. He is alone. He runs
          back to the closed palace doors.
          
                              PO
                    Wait a second! Hello? Uh...I think
                    there's been a slight mistake.
                    Everyone seems to think that I'm,
                    uh...
          
          Po finally realizes where he is.
          
                              PO (CONT'D)
                    Whoa. The Sacred Hall of Warriors.
                    No way! Would you look at this
                    place!
          
          He rushes up to a display of armor.
          
                               PO (CONT'D)
                        (GASP)
                    Master Flying Rhino's Armor! With
                    authentic battle damage!
          
          He rushes up to a green sword, making sure not to touch it.
          
                               PO (CONT'D)
                        (GASP)
                    The Sword of Heroes! Said to be so
                    sharp you can cut yourself just by
                    looking-- OW!
          
          He stares at a black sopt on the wall.
          
                                                                 25.
          
          
                                 PO (CONT'D)
                          (GASP)
                      The Invisible Trident of Destiny!?
          
          He admires a painting.
          
                                 PO (CONT'D)
                          (GASP)
                      I've only seen paintings of that
                      painting...
          
          Po runs around the room, amazed by all the ancient kung fu
          artifacts. Something special catches Po's eye.
          
                                PO (CONT'D)
                          (loudly)
                      Nooo! Ohhhh!
          
          He runs over to it.
          
                                PO (CONT'D)
                      The legendary Urn of Whispering
                      Warriors! Said to contain the souls
                      of the entire Tenshu army.
                          (calling into vase)
                      Hellooo?
          
                                SHIFU
                      Have you finished sight-seeing?
          
          Po GASPS.
          
                                PO
                          (to vase)
                      Sorry. I should've come to see you
                      first.
          
                                SHIFU
                      My patience is wearing thin.
          
                                PO
                          (to vase)
                      Oh. Well, I mean, it's not like you
                      were going anywhere.
          
                                SHIFU
                      Would you turn around?
          
                                PO
                      Sure.
          
          Po turns and sees Shifu.
          
                                                                 26.
          
          
                              PO (CONT'D)
                    Hey, how's it going?
          
          Po turns back to the vase.
          
                              PO (CONT'D)
                        (to vase)
                    Now how do you get five thousand--
                        (cutting himself off)
                    Master Shifu!
          
          Po bumps the vase which falls and BREAKS.
          
                              PO (CONT'D)
                    Someone...broke that. But I'm gonna
                    fix it. Do you have some glue?
          
          The vase debris screams as Po tries to pick up the pieces.
          
                              PO (CONT'D)
                    Ow! Ooh. Splinter.
          
          Po fumbles around. Shifu looks irked.
          
                              SHIFU
                    So you're the legendary Dragon
                    Warrior. Hmmm?
          
                              PO
                    Uh...I guess so?
          
          Shifu smiles and shakes his head.
          
                              SHIFU
                    Wrong! You are not the Dragon
                    Warrior. You will never be the
                    Dragon Warrior until you have
                    learned the secret of the Dragon
                    Scroll.
          
          He points to a dragon on the ceiling with a single scroll in
          its mouth.
          
                               PO
                        (in awe)
                    Whoa.
                        (then)
                    So how does this work? You have a
                    ladder or trampoline or...?
          
                              SHIFU
                    You think it's that easy? That I am
                    just going to hand you the secret
                    to limitless power?
          
                                                                 27.
          
          
                               PO
                    No, I...
          
                              SHIFU
                    One must first master the highest
                    level of kung fu. And that is
                    clearly impossible if that one is
                    someone like you.
          
                              PO
                    Someone like me?
          
          Shifu walks around Po - pointing out his weaknesses.
          
                              SHIFU
                    Yes. Look at you...this fat butt.
          
          Shifu HITS Po on the butt with his staff.
          
                              SHIFU (CONT'D)
                    Flabby arms...
          
                              PO
                    Those are sensitive in the flabby
                    parts.
          
          Shifu SWATS Po on the arm with his staff.
          
                              SHIFU
                    And this ridiculous belly.
          
          Shifu HITS Po in the belly with his staff.
          
                               PO
                    Hey...
          
                              SHIFU
                    --and utter disregard for personal
                    hygiene.
          
                              PO
                        (pointing at Shifu)
                    Now wait a minute. That's a little
                    uncalled-for.
          
                              SHIFU
                    Don't stand that close...I can
                    smell your breath.
          
                              PO
                    Listen...Oogway said that I was the-
          
          Shifu pinches Po's outstretched digit.
          
                                                                  28.
          
          
                               PO (CONT'D)
                        (gasp)
                    The Wuxi Finger Hold?! Not the Wuxi
                    Finger Hold!
          
                              SHIFU
                        (sly)
                    Oh, you know this hold?
          
                               PO
                    DevelopedbyMasterWuxiInTheThirdDyna
                    sty-- YES.
          
                              SHIFU
                    Oh, then you must know what happens
                    when I flex my pinky.
          
          Po nervously eyes his finger locked in Shifu's grip and nods
          quickly.
          
                                PO
                    No no no!
          
                              SHIFU
                    You know the hardest part of this?
                    The hardest part is cleaning up
                    afterwards...
          
                              PO
                    Okay! Okay! Take it easy...
          
                              SHIFU
                    Now listen closely, panda. Oogway
                    may have picked you, but when I'm
                    through with you, I promise you,
                    you're going to wish he hadn't. Are
                    we clear?
          
                              PO
                    Yeah, we're clear. We're clear. We
                    are so clear.
          
                              SHIFU
                    Good. I can't wait to get started.
          
          
          INT. TRAINING HALL
          
          The doors open, revealing Po nursing his wounded finger.
          Shifu steps out of the way and Po's face goes into shock. The
          Five are performing death-defying kung fu moves in the
          training hall. Tigress smashes a swinging, spiked ball of
          wood. ANGLE ON AN AWESTRUCK PO, as shards of wood blast into
          his face. Po is intimidated and overwhelmed.
          
                                                                 29.
          
          
          Shifu scowls at Po.
          
                              SHIFU
                    Let's begin.
          
          He gestures to the gauntlet. Po's eyes go wide.
          
                              PO
                    Wait wait wait...What? Now?
          
                              SHIFU
                    Yes...now. Unless you think the
                    great Oogway was wrong, and you are
                    not the Dragon Warrior.
          
                              PO
                    Oh, okay. Well-- I don't know if I
                    can do all of those moves.
          
          Shifu walks away and Po half-heartedly follows.
          
                              SHIFU
                    Well, if we don't try, we'll never
                    know will we?
          
                              PO
                    Uh, yeah. It's just, maybe we can
                    find something more suited to my
                    level.
          
                              SHIFU
                    And what level is that?
          
                              PO
                    Well, ya know...I'm not a master,
                    but uh, let's just start at zero,
                    level zero.
          
                              SHIFU
                    There is no such thing as level
                    zero.
          
                              PO
                    Hey! Maybe I can start with that.
          
          Po points at a rather friendly-looking dummy.
          
                              SHIFU
                    That? We use that for training
                    children. And for propping the door
                    open when it's hot. But if you
                    insist...
          
          Relieved, Po turns to the dummy. The Five gather around him.
          
                                                                    30.
          
          
                              PO
                    Whoa. The Furious Five. You're so
                    much bigger than your action
                    figures -- except for you, Mantis.
                    You're about the same.
          
          Mantis gives him a look.
          
                              SHIFU
                    Go ahead, panda. Show us what you
                    can do.
          
                              PO
                    Um, are they gonna watch? Or should
                    I just wait until they get back to
                    work or something...
          
                              SHIFU
                    Hit it.
          
                              PO
                    Ok. I mean, I just ate. So I'm
                    still digesting... So my kung fu
                    might not be as good as later on.
          
                              SHIFU
                    Just hit it.
          
          Po psyches himself up, doing some Jack Fu.
          
                              PO
                    Alright. Whatcha got? You got
                    nothing cause I got it right here.
                    You picking on my friends? Get
                    ready to feel the thunder. I'm
                    comin' at him with the crazy feet.
                    Whatcha gonna do about my crazy
                    feet? I'm a blur. I'm a blur. You
                    never seen bear style, you only
                    seen praying Mantis! OR... I could
                    come at you Monkey style. OR... I'm
                    comin' at ya snikity-snake.
          
          Shifu and the Five stare at Po, perplexed.
          
                              SHIFU
                    Would you hit it!
          
                              PO
                    Alright...alright.
          
          Po lightly hits the dummy and it rocks back into place.
          
                                                                  31.
          
          
                                 SHIFU
                       Why don't you try again?   A little
                       harder...
          
          Po punches it again, knocking it all the way backwards. He
          turns to Shifu, smug.
          
                                 PO
                       How's tha--
          
          WHAP! The dummy rights itself and smacks Po. Totally dazed,
          Po trips and stumbles his way through the obstacle course.
          The Five instinctively step forward to help Po, but Shifu
          holds up his hand to stop them.
          
          
          BACK ON PO
          
                                 PO (CONT'D)
                       Ow, that hurts.
          
          A spiky tethered ball sends Po flying into the jade turtle
          exercise, where it rattles him around.
          
                                 SHIFU
                           (to the Five)
                       This'll be easier than I thought.
          
          Back to Po in the turtle bowl.
          
                                 PO
                       Feeling a little nauseous.
          
          The turtle spills him out and he stumbles into the army of
          wooden dummies.
          
                                 PO (CONT'D)
                       Ow, those are hard! Ooh! I think
                       I...
          
          The last dummy whaps him in the crotch and everything becomes
          still.
          
                                 PO (CONT'D)
                       Oooohoohoo...my tenders.
          
          He struggles to get on his feet, takes one step and reaches
          out to a dummy arm...and immediately gets pummeled all over
          again. Po comes out the other side battered and bruised and
          finds he is standing on the floor that shoots out bursts of
          flame. We see reflections of fire on the Five and Shifu as Po
          gets singed. He comes crawling into frame.
          
                                                                  32.
          
          
                              PO (CONT'D)
                    How did I do?
          
                              SHIFU
                    There is now a level zero.
          
                                                            CUT TO:
          
          
          EXT. BUNKHOUSE - NIGHT
          
          The Five are walking to the bunkhouse, which sits high on a
          hill.
          
                              MANTIS
                    There's no words.
          
                              CRANE
                    No denying that.
          
                              VIPER
                    I don't understand what Master
                    Oogway was thinking. The poor guy's
                    just gonna get himself killed.
          
                              CRANE
                        (mocking)
                    He is so mighty! The Dragon Warrior
                    fell out of the sky on a ball of
                    fire.
          
                              MANTIS
                    When he walks, the very ground
                    shakes!
          
                              TIGRESS
                    One would think that Master Oogway
                    would choose someone who actually
                    knew Kung Fu.
          
                              CRANE
                    Yeah, or could at least touch his
                    toes.
          
                              MONKEY
                    Or even see his toes.
          
          As the others walk off, we reveal Po, who unbeknownst to them
          has been walking behind them this whole time, hearing
          everything.
          
          He attempts to look at his toes but just sees gut. He lifts
          up his stomach, leans forward... leans... leans... and falls
          over.
          
                                                                  33.
          
          
          He gets up and watches them go inside. He sighs.
          
          
          INT. BUNKHOUSE
          
          Po peeks around the corner.
          
                              PO
                    Okay.
          
          He tip-toes into the hall.
          
          SQUEAK. The floorboards strain beneath him. SQUEAK.
          
                              PO (CONT'D)
                        (whispering)
                    Great.
          
          Po takes a gentle step. CRE-E-E-A-AA--CHUNK! Po's foot goes
          through the floor. Po tries to recover. SQUEAK-SQUEAK-SQUEAK!
          THUNK! Po rolls his ankle and stumbles through a bedroom
          door.
          
          Crane is staring back at him.
          
                              PO (CONT'D)
                    Oh hey...hi. You're up.
          
                              CRANE
                    Am now.
          
                              PO
                    I was just uh... Some day huh?
                    That kung fu stuff is hard work,
                    right? Your biceps sore?
          
          Crane looks at his wing.
          
                              CRANE
                    Um...I've had a long and rather
                    disappointing day, so uh...yeah, I
                    should probably get to sleep now.
          
                              PO
                    Yeah yeah yeah, of course.
          
                              CRANE
                        (relieved)
                    Okay, thanks.
          
                              PO
                    It's just...I'm such a big fan.
          
                                                                    34.
          
          
                              CRANE
                    Oop.
          
                              PO
                    You guys were totally amazing at
                    the Battle of Weeping River.
                    Outnumbered a thousand to one, but
                    you didn't stop, and then you
                    just... HI-YAH!
          
          Po does a spastic series of Kung Fu moves. We hear a RIP, and
          reveal that he's kicked his foot through the paper wall.
          
                              PO (CONT'D)
                    Ooo, sorry about that.
          
                              CRANE
                    Look, you don't belong here.
          
          Po looks stung to be hearing this from one of his heroes.
          
                              PO
                    I know. I know. You're right. I
                    just - my whole life I've dreamed
                    of-
          
          Crane stops Po before he embarrasses himself even more.
          
                              CRANE
                    No no no... I meant you don't
                    belong here. I mean, in this room.
                    This is my room. Property of Crane.
          
          Po is mortified, but covers.
          
                              PO
                    Oh, okay. Right right. Yeah, you
                    want to get to sleep.
          
                              CRANE
                    Yeah.
          
                              PO
                    I'm keepin' you up. We got big
                    things tomorrow. Alright. You're
                    awesome. Last thing I'm gonna say.
                    Okay. Bye bye.
          
          Po shuts the door. Crane sighs. The door flies open. Po
          enters with an eager smile.
          
                              PO (CONT'D)
                    What was that?
          
                                                                  35.
          
          
                              CRANE
                    I didn't say anything.
          
                              PO
                    Okay. Alright. Goodnight. Sleep
                    well.
          
          Po backs out into the hall and closes the door.
          
                              PO (CONT'D)
                    Seemed a little bit awkward.
          
          Po turns and walks down the hall to find a vacant room. CREAK-
          CREAK.
          
          Tigress opens the door behind him. Po winces.
          
                              PO (CONT'D)
                    Master Tigress! Didn't mean to wake
                    you. Just uh...
          
                              TIGRESS
                    You don't belong here.
          
                               PO
                    Uh, yeah, yeah. Of course. This is
                    your room.
          
                              TIGRESS
                    I mean...you don't belong in the
                    Jade Palace. You're a disgrace to
                    Kung Fu, and if you have any
                    respect for who we are and what we
                    do, you will be gone by morning.
          
          She closes the door on Po, who slumps sadly.
          
                                 PO
                    Big fan...
          
          
          EXT. JADE PALACE - NIGHT
          
          A dejected Po stands under a peach tree in the moonlight.
          Oogway approaches.
          
                              OOGWAY
                    I see you have found the Sacred
                    Peach Tree of Heavenly Wisdom.
          
          Po spins around, his face dripping with peach juice.
          
                                                              36.
          
          
                              PO
                        (mouth full)
                    Is that what this is? I am so
                    sorry. I thought it was just a
                    regular peach tree.
          
                              OOGWAY
                    I understand. You eat when you are
                    upset.
          
                              PO
                    Upset? I'm not upset. What makes
                    you think I'm upset?
          
                              OOGWAY
                    So why are you upset?
          
          Po sighs, there's no use trying to lie to Oogway.
          
                              PO
                    I probably sucked more today than
                    anyone in the history of kung fu,
                    in the history of China, in the
                    history of sucking.
          
                                OOGWAY
                    Probably.
          
                              PO
                    And the Five... man, you should
                    have seen them, they totally hate
                    me.
          
                                OOGWAY
                    Totally.
          
                              PO
                    How's Shifu ever going to turn me
                    into the Dragon Warrior? I mean,
                    I'm not like The Five. I've got no
                    claws, no wings, no venom. Even
                    Mantis has those...
                        (he imitates a mantis'
                         front legs)
                    ...thingies. Maybe I should just
                    quit and go back to making noodles.
          
                              OOGWAY
                    Quit, don't quit. Noodles, don't
                    noodles.
          
          Po looks confused.
          
                                                                  37.
          
          
                              OOGWAY (CONT'D)
                    You are too concerned with what was
                    and what will be. There is a
                    saying: Yesterday is history,
                    tomorrow is a mystery, but today is
                    a gift. That is why it is called
                    the present.
          
          Oogway hits the tree with his staff as he walks away and a
          peach falls into Po's open hand.
          
          
          INT. PRISON -- NIGHT
          
          Using the goose's feather to pick the lock, Tai Lung BURSTS
          free from his armor.
          
          An ALARM RINGS OUT!
          
          The Commander runs to the ledge, the Goose right behind him.
          
                              ZENG
                    What's happening?!
          
          The Goose looks over the edge and sees Tai Lung at the bottom
          of the pit.
          
          Tai Lung struggles with his shackles.
          
                              COMMANDER
                    Fire Crossbows!
          
          Tai Lung uses the incoming spears to break his shackles and
          then manages to kick the spears back up into the walls,
          creating a makeshift staircase.
          
                              ZENG
                    Tai Lung is free! I must warn
                    Shifu!
          
          The Commander shuts the Goose up.
          
                              COMMANDER
                    You're not going anywhere. And
                    neither is he.
          
                              ZENG
                    Let go of me!
          
                              COMMANDER
                        (to guards)
                    Bring it up!
          
                                                                  38.
          
          
          The winch turns and the elevator starts to rise. A rhino
          guard tries to reach it, but just misses.
          
                              RHINO GUARD #1
                    Wait! Bring it back!
          
                              ZENG
                    He's coming this way!
          
                              COMMANDER
                    He won't get far.
                        (to guards)
                    Archers!
          
          Leaping across the spears, Tai Lung catches the elevator as
          the volley of arrows flies down past him.
          
          The guards cut the rope and the elevator crashes back down to
          the bottom of the pit.
          
          Tai Lung swings up from the bottom of the elevator house and
          catches the guards by surprise. He grabs the chain and jumps
          over the edge and swings around, launching himself up to the
          next tier, disappearing into the shadows.
          
          Tai Lung lands on a bridge, fights his way through, finally
          reaching the top tier where the Commander and the rest of the
          Rhino army await.
          
                              ZENG
                    We're dead. So very, very dead.
          
          The Commander hushes the Goose.
          
                              COMMANDER
                        (to Goose)
                    Heh heh...not yet we're not! Now!
          
          Archers set off charges on the ceiling. Massive stalactites
          crash down and the bridge begins to crumble. Tai Lung leaps
          across the crumbling debris and attempts one last huge jump
          towards the Commander. But he falls short, claws scraping and
          sparking against the rock wall. The Commander laughs
          maniacally.
          
          On his way down, Tai Lung looks up and sees a fuse burning
          down to the last group of explosives. He leaps across the
          raining debris up to the ceiling of the cavern.
          
          Grabbing a hold of the dynamite, Tai Lung falls and slings it
          ahead of him at the guards.
          
                              ZENG
                    Can we run now?
          
                                                                   39.
          
          
                              COMMANDER
                    Yes.
          
          
          EXT. PRISON
          
          KA-THOOM! The door blasts open and Rhinos go flying
          everywhere.
          
          WHUMP. The Goose hits the ground. The commander's horn
          prosthetic falls in front of him.
          
                              ZENG
                    Nuuu... Urggg...
          
          Tai Lung picks up the Goose by the throat.
          
                              ZENG (CONT'D)
                    URRK!
          
                               TAI LUNG
                    I'm glad Shifu sent you. I was
                    beginning to think I had been
                    forgotten.
          
          With a creepy tenderness, Tai Lung smooths the Goose's
          ruffled feathers.
          
                              TAI LUNG (CONT'D)
                    Fly back there and tell them...the
                    real Dragon Warrior is coming home.
          
          Tai Lung throws the Goose into the air and he flutters off.
          Lightning strikes.
          
                                                            CUT TO:
          
          
          EXT. BUNKHOUSE - MORNING
          
          CLOSE-UP of a gong being struck.
          
          
          INT. BUNKHOUSE - CONTINUOUS
          
          Shifu enters the hallway of the bunkhouse. The Five burst out
          of their rooms and land, ready for inspection.
          
                              FURIOUS FIVE
                    Good morning master!
          
          One door remains closed.
          
                                                                  40.
          
          
                              SHIFU
                    Panda! Panda, wake up!
          
          He slides open Po's door. The room is empty.
          
                              SHIFU (CONT'D)
                        (satisfied)
                    Hmm. He's quit.
          
          
          EXT. TRAINING HALL - MOMENTS LATER
          
          Shifu walks with a bit more energy.
          
                              VIPER
                    What do we do now, Master? With the
                    panda gone, who will be the Dragon
                    Warrior?
          
                              SHIFU
                    All we can do is resume our
                    training and trust that in time,
                    the true Dragon Warrior will be
                    revealed.
          
          
          INT. JADE PALACE - MOMENTS LATER
          
          Shifu enters the training hall, only to find himself face-to-
          face with Po's butt. Shifu and the Five are taken aback.
          
                              SHIFU
                    What are you doing here?!
          
          Reveal Po is in the middle of the floor, his legs spread wide
          apart. Po looks back over his shoulder to see Shifu and the
          Five enter the hall.
          
                              PO
                    Hey! Huh... Good morning, Master! I
                    thought I'd warm up a little.
          
                              SHIFU
                    You're stuck.
          
                              PO
                    Stuck?! Whaa? Pfft... stuck...
                    Yeah, I'm stuck.
          
                              SHIFU
                        (to Crane)
                    Help him.
          
          Crane approaches Po.
          
                                                                 41.
          
          
                               CRANE
                    Oh dear.
          
          Crane gingerly grabs Po's waistband and attempts to pull him
          up by flapping his wings.
          
                              PO
                    Maybe on three. One. Two-
          
          Crane pulls him up and Po flops onto his back.
          
                              PO (CONT'D)
                    Threeeee. Thank you.
          
                              CRANE
                    Don't mention it.
          
                              PO
                    No really, I appreci--
          
                               CRANE
                    --EVER.
          
                              SHIFU
                    You actually thought you could
                    learn to do a full split in one
                    night? It takes years to develop
                    one's flexibility and years longer
                    to apply it in combat.
          
          Shifu flings two boards into the air. Instantly, Tigress
          leaps up and executes a perfect split kick. Po is awestruck.
          As Tigress lands, the broken chunks of board land all around
          Po, knocking him on the head.
          
          Po collects a piece of splintered board as a souvenir. Shifu
          notices and steps forward.
          
                              SHIFU (CONT'D)
                    Put that down! The only souvenirs
                    we collect here are bloody knuckles
                    and broken bones.
          
                              PO
                    Yeah, excellent!
          
          He laughs excitedly and salutes Shifu.
          
                              SHIFU
                    Let's get started.
          
                                                            CUT TO:
          
                                                                 42.
          
          
          MONTAGE
          
          Shifu snaps his fingers. Viper and Po face off.
          
                              VIPER
                    Are you ready?
          
                              PO
                    I was born ready--
          
          Viper lashes her tail around Po's wrist, wrenches his arm
          back, flings him into the air and brings him crashing back
          down on his head.
          
                                PO (CONT'D)
                    Eaghhh...
          
                              VIPER
                    I'm sorry, brother! I thought you
                    said you were ready!
          
                              PO
                    That was awesome! Let's go again.
                        (salutes)
          
          Shifu snaps.
          
          Monkey twirls a bamboo staff. He lunges at Po who takes a
          comical beating.
          
          Shifu snaps.
          
          Po and Crane prepare to spar atop the turtle bowl. CRASH. Po
          falls in and is tossed around like a sack of soup.
          
          Shifu snaps.
          
          We see a series of shots of Po falling on his face at the
          hands of some invisible opponent, who turns out to be...
          Mantis.
          
          Shifu smiles. Flat on his back, Po manages a salute. Shifu
          has had it.
          
                              SHIFU
                    I've been taking it easy on you,
                    panda, but no more! Your next
                    opponent... will be me.
          
          Po looks excited.
          
                              PO
                    Alright! Let's go!
          
                                                                   43.
          
          
          The Five exchange worried looks.
          
                              SHIFU
                        (to Po)
                    Step forth.
          
          Po doesn't even finish the step as Shifu whirls him around
          and throws him to the floor pinning his arm behind him.
          
                              SHIFU (CONT'D)
                    The true path to victory is to find
                    your opponent's weakness and make
                    him suffer for it.
          
                              PO
                        (delighted)
                    Oh, yeah!
          
          Shifu whips Po around again.
          
                              SHIFU
                    To take his strength and use it
                    against him.
          
          Again, this time Shifu holds Po by the nose.
          
                              SHIFU (CONT'D)
                    --until he finally falls, or quits.
          
          Po is totally inspired.
          
                              PO
                    But a real warrior never quits.
                    Don't worry, Master, I will never
                    quit!
          
          At his breaking point, Shifu flings Po into the air and then
          leaps at him with a flying kick.
          
                                                            CUT TO:
          
          
          EXT. TRAINING HALL - CONTINUOUS
          
          Po crashes out of the door and tumbles down the steps.
          
          The Five watch him fall.
          
                              TIGRESS
                    If he's smart, he won't come back
                    up those steps.
          
                              MONKEY
                    But he will.
          
                                                                 44.
          
          
                              VIPER
                    He's not gonna quit, is he?
          
                              MANTIS
                    He's not gonna quit bouncin', I'll
                    tell ya that.
          
          Cut WIDE as Po continues to tumble.
          
          
          INT. BUNKHOUSE - EVENING
          
          Close on Po, who grimaces.
          
                              PO (O.S.)
                    Aaaoo...whoohoo...EEEee...hee-
                    hee... I thought you said
                    acupuncture would make me feel
                    better.
          
          Mantis pops up from behind Po holding a handful of needles
          and sticks Po again.
          
                              MANTIS
                    Trust me, it will. It's just not
                    easy finding the right nerve points
                    under all this--
          
                              PO
                    Fat?
          
                              MANTIS
                    Fur, I was gonna say fur.
          
                              PO
                    Sure you were.
          
                              MANTIS
                    Who am I to judge a warrior based
                    on his size? I mean -- look at me.
          
          Po looks for Mantis...
          
                              MANTIS (O.C.) (CONT'D)
                    I'm over here.
          
          ...But Mantis is now on his other shoulder. He jabs another
          needle into Po.
          
                              PO
                    Ow!
          
                                                                   45.
          
          
                              VIPER
                    Maybe you should take a look at
                    this again.
          
          Viper is holding a diagram of acupuncture meridians (onto
          which someone has overlaid a drawing of a panda.)
          
                              MANTIS
                        (re: diagram)
                    Oh! Okay.
          
          Quick cuts to Monkey meditating in his room and Crane doing
          calligraphy in his. Po's yelps distract them.
          
                              PO
                    Ow! Don't...
                        (laughing)
                    Stop it, stop-- Yow! I know Master
                    Shifu's trying to inspire me and
                    all, but if I didn't know any
                    better, I'd say he was trying to
                    get rid of me.
          
          Po chuckles. The others look at each other and chuckle
          awkwardly.
          
                              MANTIS
                    I know he can seem kind of
                    heartless--
          
          He violently jabs another needle in Po.
          
                              MANTIS (CONT'D)
                    But, ya know, he wasn't always like
                    that.
          
                              VIPER
                    According to legend, there was once
                    a time when Master Shifu actually
                    used to smile.
          
                              PO
                    No.
          
                              MANTIS
                    Yes.
          
          Cut to Tigress out in the hallway. She can hear them talking.
          
                              VIPER
                    But that was before...
          
                              PO
                    Before what?
          
                                                                    46.
          
          
          Tigress enters.
          
                              TIGRESS
                    Before Tai Lung.
          
          Crane's shadow is silhouetted on the wall.
          
                              CRANE
                    Uh yeah, we're not really supposed
                    to talk about him.
          
                              TIGRESS
                    Well, if he's going to stay here,
                    he should know.
          
                              PO
                        (trying to ease the
                         tension)
                    Guys, guys. I know about Tai Lung.
          
          Tigress turns to Po.
          
                              PO (CONT'D)
                    He was a student, the first ever to
                    master the thousand...
          
          Tigress approaches Po and leans in towards him.
          
                              PO (CONT'D)
                        (nervously trailing off)
                    ...scrolls of... kung fu... and...
                    then he turned bad... and now he's
                    in jail.
          
          Tigress shakes her head at the panda's ignorance.
          
                              TIGRESS
                    He wasn't just a student.
          
                                                          DISSOLVE TO:
          
          
          EXT. TRAINING HALL
          
          FLASHBACK. Shifu peeks out of the Training Hall and finds a
          baby leopard cub on the steps.
          
                              TIGRESS (V.O.)
                    Shifu found him as a cub. And he
                    raised him as a son.
          
          Baby Tai Lung pulls on Shifu's whiskers.
          
                                                                  47.
          
          
                              TIGRESS (V.O.) (CONT'D)
                    ...and when the boy showed talent
                    in Kung Fu...
          
          Baby Tai Lung punches the training dummy across the floor.
          
                              TIGRESS (V.O.) (CONT'D)
                    ...Shifu trained him.
          
          Shifu teaches Baby Tai Lung how to punch.
          
                              TIGRESS (V.O.) (CONT'D)
                    He believed in him. He told him he
                    was destined for greatness.
          
          Hard cut to a full-grown Tai Lung demolishing a training
          dummy.
          
                              TIGRESS (V.O.) (CONT'D)
                    It was never enough for Tai Lung.
                    He wanted the Dragon Scroll. But
                    Oogway saw darkness in his heart
                    and refused. Outraged, Tai Lung
                    laid waste to the valley. He tried
                    to take the scroll by force. And
                    Shifu had to destroy what he had
                    created.
          
          Tai Lung ransacks a village on his way up to the Jade Palace.
          He crashes through the doors, running towards a waiting Shifu
          and Oogway.
          
          Shifu leaps at Tai Lung to deliver a kick.
          
                              TIGRESS (V.O.) (CONT'D)
                    But how could he?
          
          Seeing only baby Tai Lung running towards him, Shifu pulls
          his kick short. Tai Lung counters with a devastating strike
          and Shifu crashes to the ground holding his broken leg.
          
          Tai Lung leaps for the scroll, but Oogway stops him with
          strikes at his pressure points. He falls to the ground in a
          heap.
          
                              TIGRESS (V.O.) (CONT'D)
                    Shifu loved Tai Lung like he'd
                    never loved anyone before...
          
          Young Tigress in the training hall strikes the dummy in the
          same manner as Tai Lung. Shifu corrects her form. Nothing
          more. Young Tigress looks crestfallen.
          
                                                                     48.
          
          
                              TIGRESS (V.O.) (CONT'D)
                    ...or since.
          
          The sad, young Tigress cross-dissolves to adult Tigress.
          
          
          INT. BUNKHOUSE - EVENING
          
          Everyone is quiet in the moment.
          
                              TIGRESS
                    And now he has a chance to make
                    things right, to train the true
                    Dragon Warrior. And he's stuck with
                    you: a big, fat panda who treats it
                    like a joke.
          
          Po makes a googly-eyed face.
          
                              PO
                    Doieeeee...
          
                              TIGRESS
                        (charging at Po)
                    Oh! That is it!
          
          Mantis pops up and halts Tigress.
          
                              MANTIS
                    Wait! My fault! I accidentally
                    tweaked his facial nerve.
          
          Po falls face first to the floor, revealing his back is
          covered with needles.
          
                              MANTIS (CONT'D)
                    And may have also stopped his
                    heart.
          
          
          INT. TRAINING HALL - NIGHT
          
          Shifu is sitting in meditation, fidgeting incessantly.
          
                              SHIFU
                    Inner peace. Inner peace. Inner
                    peace.
          
          He finally opens one eye.
          
                              SHIFU (CONT'D)
                    Would whoever is making that
                    flapping sound, quiet down!
          
                                                                   49.
          
          
          Satisfied with the silence, Shifu nods and resumes his
          meditation.
          
                               SHIFU (CONT'D)
                    Inner...
          
          BOOM. Zeng drops in from the ceiling.
          
                              SHIFU (CONT'D)
                    Oh, Zeng. Excellent. I could use
                    some good news right now.
          
                               ZENG
                    Uh...
          
                                                            CUT TO:
          
          
          EXT. JADE PALACE GROUNDS - EVENING
          
          Oogway stands under the peach tree, deep in thought. Shifu
          rushes in, emerging from the mist, extremely agitated.
          
                              SHIFU
                    Master! Master!
          
                               OOGWAY
                    Hmmm?
          
                              SHIFU
                        (out of breath)
                    I have-- it's-- it's very bad news.
          
                              OOGWAY
                    Ah, Shifu. There is just news.
                    There is no good or bad.
          
                              SHIFU
                    Master, your vision...your vision
                    was right. Tai Lung has broken out
                    of prison. He's on his way!
          
                              OOGWAY
                    That is bad news...
          
          He turns to face Shifu and stares at him, eyebrow raised.
          
                              OOGWAY (CONT'D)
                    ...If you do not believe that the
                    Dragon Warrior can stop him.
          
                              SHIFU
                    The panda? Master, that panda is
                    not the Dragon Warrior.
                              (MORE)
          
                                                                  50.
                              SHIFU (CONT'D)
                    He wasn't even meant to be here --
                    it was an accident!
          
                              OOGWAY
                    There are no accidents.
          
                              SHIFU
                    Yes, I know. You've said that
                    already. Twice.
          
                              OOGWAY
                    Well, that was no accident either.
          
                                SHIFU
                    Thrice.
          
                              OOGWAY
                    My old friend, the panda will never
                    fulfill his destiny, nor you yours,
                    until you let go of the illusion of
                    control.
          
                                SHIFU
                    Illusion?
          
                              OOGWAY
                    Yeah. Look at this tree, Shifu. I
                    cannot make it blossom when it
                    suits me, nor make it bear fruit
                    before its time.
          
                              SHIFU
                    But there are things we can
                    control.
          
          Shifu kicks the tree and a peach falls to his feet.
          
                              SHIFU (CONT'D)
                    I can control when the fruit will
                    fall.
          
          A peach falls on his head and Oogway chuckles. Shifu tosses
          the peach in the air, leaps up, and splits it with a chop.
          
                              SHIFU (CONT'D)
                    And I can control--
          
          Shifu punches the ground, creating a hole and places the seed
          in it.
          
                              SHIFU (CONT'D)
                    --where to plant the seed. That is
                    no illusion, Master.
          
                                                                 51.
          
          
                              OOGWAY
                    Ah, yes. But no matter what you do,
                    that seed will grow to be a peach
                    tree. You may wish for an apple, or
                    an orange... but you will get a
                    peach.
          
                              SHIFU
                    But a peach cannot defeat Tai Lung!
          
                              OOGWAY
                    Maybe it can. If you are willing to
                    guide it, to nurture it. To believe
                    in it.
          
          Oogway covers the seed with dirt.
          
                              SHIFU
                    But how? How? I need your help,
                    Master.
          
                              OOGWAY
                    No, you just need to believe.
                    Promise me, Shifu. Promise me you
                    will believe.
          
                              SHIFU
                    I... I will try.
          
          Oogway smiles, then glances up at the sky, then back down to
          Shifu.
          
                              OOGWAY
                    Good. My time has come. You must
                    continue your journey without me.
          
          He hands his staff to a confused Shifu.
          
                              SHIFU
                    What... what are you..?
          
          Oogway backs away into the swirling fog.
          
                              SHIFU (CONT'D)
                    Master, you can't leave me!
          
          The petals surround Oogway as he approaches the cliff's edge.
          
                              OOGWAY
                    You must believe.
          
                              SHIFU
                    Master!
          
                                                                   52.
          
          
          Shifu runs after him. Oogway is engulfed by peach blossoms.
          As the winds settle, Shifu is revealed standing at the edge
          of a cliff.
          
          Oogway is gone.
          
          We pan across to the bunkhouse.
          
                              PO (O.S.)
                    ...So I'm like, fine, you may be a
                    wolf, you may be the scariest
                    bandit in Haijin Province...
          
          
          INT. KITCHEN -- NIGHT
          
          Reveal Po is cooking for the Five.   He chops some veggies mid-
          air.
          
                              PO
                    ...but you're a lousy tipper.
          
                              CRANE
                        (incredulous)
                    Really? So... how'd you get out of
                    there alive?
          
                              PO
                    I mean, I didn't actually say that,
                    but I thought it... in my mind.
          
          Po flips some bowls and expertly lines them up on his arm. He
          ladles soup into them.
          
                               PO (CONT'D)
                        (covering)
                    If he... could read my mind, he'd
                    have been like, "What?"
                        (then)
                    Order up!
          
          Po looks around expectantly and the Five (minus Tigress) dig
          in.
          
                              PO (CONT'D)
                    Hope you like it.
          
                              MANTIS
                    This is really good.
          
                               PO
                        (bashful)
                    No, c'mon.
                               (MORE)
          
                                                                 53.
                              PO (CONT'D)
                    You should try my dad's secret
                    ingredient soup. He actually knows
                    the secret ingredient.
          
                              VIPER
                    What are you talking about? This is
                    amazing.
          
                              CRANE
                    Wow, you're a really good cook.
          
                              MANTIS
                    I wish my mouth was bigger.
          
          The others laugh. But not Tigress.
          
                              MONKEY
                    Tigress, you gotta try this.
          
          Tigress looks up from her meal.
          
                              TIGRESS
                    It is said that the Dragon Warrior
                    can survive for months at a time on
                    nothing but the dew of a single
                    gingko leaf and the energy of the
                    universe.
          
          On the others for a beat. Then Po shrugs.
          
                              PO
                    I guess my body doesn't know it's
                    the Dragon Warrior yet. I'm gonna
                    need a lot more than dew. And, uh,
                    universe juice.
          
          Po laughs. He picks up his bowl and takes a giant gulp. When
          he lowers the bowl, we see a noodle hanging from his face --
          it looks like a moustache. Mantis snickers.
          
                              PO (CONT'D)
                    What?
          
                              MANTIS
                    Oh, nothing... Master Shifu!
          
          The rest start laughing. Po realizes he's wearing a noodle
          moustache. He plays it up.
          
                                                                  54.
          
          
                              PO
                        (imitating Shifu)
                    You will never be the Dragon
                    Warrior, unless you lose five
                    hundred pounds and brush your
                    teeth!
          
          The Five LAUGH.
          
                              PO (CONT'D)
                        (imitating Shifu)
                    What is that noise you're making?
                    Laughter? I never heard of it!
          
          The Five keep LAUGHING. Po reaches over and grabs two empty
          bowls and holds them up like ears.
          
                              PO (CONT'D)
                        (imitating Shifu)
                    Work hard, Panda. And maybe,
                    someday... you will have ears like
                    mine.
          
          As the rest of the Five laugh, Tigress sneaks a moment to
          smell Po's soup. Leaning towards the bowl, she suddenly looks
          up and stops. The Five also look up and stop laughing.
          
          Reveal Shifu has entered behind Po. He is holding Oogway's
          staff.
          
                              PO (CONT'D)
                        (normal)
                    Ears. It's not working for you? I
                    thought they were pretty good.
          
          Po looks at the stone-faced Five. Tigress jumps to her feet.
          
                              MONKEY
                    It's Shifu.
          
                              PO
                    Of course it's Shifu. What do you
                    think I'm doing?
          
          He finally notices Shifu standing there, doing a slow burn.
          Embarrassed, he places the soup bowls on his chest like a
          bra.
          
                              PO (CONT'D)
                    Ooh! Master Shifu!
          
          Po slurps up the noodle moustache. Monkey can't help but
          snicker.
          
                                                                  55.
          
          
                              SHIFU
                    You think this is funny? Tai Lung
                    has escaped from prison and you're
                    acting like children!
          
                                 PO
                    What?
          
                              SHIFU
                    He is coming for the Dragon Scroll,
                    and you are the only one who can
                    stop him.
          
          The bowls fall off. A beat as this sinks in... then Po starts
          to laugh.
          
                              PO
                    And here I am saying you got no
                    sense of humor. I'm gonna stop
                    Tai...
          
          Shifu just stares at him, deadly serious.
          
                              PO (CONT'D)
                    What? You're serious? And I have to--
                    uh, Master Oogway will stop him! He
                    did it before, he'll do it again.
          
                              SHIFU
                    Oogway cannot, not anymore.
          
          They notice Shifu holding Oogway's staff. They know what this
          means. They are saddened by the news.
          
                              SHIFU (CONT'D)
                    Our only hope is the Dragon
                    Warrior.
          
                                 TIGRESS
                    The panda?
          
                              SHIFU
                    Yes, the panda!
          
                              TIGRESS
                    Master, please. Let us stop Tai
                    Lung. This is what you've trained
                    us for.
          
                              SHIFU
                    No! It is not your destiny to
                    defeat Tai Lung. It is his.
          
          He dramatically points at Po... but Po is gone.
          
                                                                 56.
          
          
                              SHIFU (CONT'D)
                    Where'd he go?
          
          Shifu throws up his hands in frustration and heads after Po.
          
                                                            CUT TO:
          
          
          EXT. BUNKHOUSE  DAY
          
          Super wide shot as Po runs away from the compound. Closer as
          he continues running. He checks over his shoulder, turns
          back... Shifu lands right in front of him.
          
                              SHIFU
                    You cannot leave! A real warrior
                    never quits!
          
                                 PO
                    Watch me!
          
          He tries to maneuver around Shifu, but is redirected back.
          
                              PO (CONT'D)
                    Come on! How am I supposed to beat
                    Tai Lung? I can't even beat you to
                    the stairs.
          
                              SHIFU
                    You will beat him because you are
                    the Dragon Warrior!
          
          He pushes Po back with the staff.
          
                              PO
                    Ow! You don't believe that! You
                    never believed that! From the first
                    moment I got here, you've been
                    trying to get rid of me.
          
          Shifu pokes him again, this time causing Po to fall on his
          back.
          
                              SHIFU
                    Yes. I was. But now I ask you to
                    trust in your master as I have come
                    to trust in mine.
          
                              PO
                    You're not my master. And I'm not
                    the Dragon Warrior.
          
          Po shoves the staff away and gets up.
          
                                                                   57.
          
          
                              SHIFU
                    Then why didn't you quit? You knew
                    I was trying to get rid of you, and
                    yet you stayed.
          
                              PO
                    Yeah, I stayed. I stayed because
                    every time you threw a brick at my
                    head or said I smelled, it hurt.
                    But it could never hurt more than
                    it did every day of my life just
                    being me.
          
          Po looks down at the Valley, then turns back to Shifu.
          
                              PO (CONT'D)
                    I stayed because I thought if
                    anyone could change me, could make
                    me... not me, it was you. The
                    greatest kung fu teacher in all of
                    China.
          
                              SHIFU
                    But I can change you! I can turn
                    you into the Dragon Warrior! And I
                    will!
          
                               PO
                    C'mon, Tai Lung is on his way here
                    right now. And even if it takes him
                    a hundred years to get here, how
                    are you gonna change this...
                        (indicate belly)
                    ...into the Dragon Warrior? How?
                    How? How?!
          
          In frustration, Shifu yells out the answer.
          
                              SHIFU
                    I don't know!!!
                        (then, resigned)
                    I don't know.
          
                              PO
                    That's what I thought.
          
          Shifu walks away, leaving the path open to Po.
          
          
          EXT. JADE PALACE - NIGHT
          
          Tigress stands in the moonlight outside the palace. She has
          seen what just transpired between Shifu and Po.
          
                                                                  58.
          
          
          She turns away, a look of resolve on her face... and LEAPS.
          
          She flies through the air, finally landing on a rooftop in
          the valley below. She looks back up at the palace.
          
                              TIGRESS
                    This is what you trained me for.
          
          She takes off running.
          
          The other four are right behind her.
          
                               VIPER
                    Tigress!
          
          She keeps going and they give chase.
          
                              TIGRESS
                    Don't try and stop me!
          
          The chase continues through the village.
          
                              VIPER
                    We're not trying to stop you!
          
                               TIGRESS
                    What?
          
                              VIPER
                    We're coming with you!
          
          Then...the others join her. Tigress smiles. They leap off
          into the night.
          
          
          EXT. JADE PALACE - EVENING
          
          Night dissolves to dawn. Shifu sits under the peach tree. He
          stirs, hearing KUNG FU NOISES from the training hall. He goes
          to investigate.
          
                                                            CUT TO:
          
          
          INT. TRAINING HALL - DAWN
          
          Shifu looks inside -- it's empty. The NOISES continue from
          somewhere else -- the bunkhouse.
          
                                                            CUT TO:
          
                                                                   59.
          
          
          INT. KITCHEN - DAWN
          
          As Shifu turns the corner he sees Po's shadow as he performs
          some amazing Kung Fu.
          
          Entering the kitchen, Shifu finds Po is stuffing his face
          with food. Seeing Shifu, he stops mid-munch.
          
          In silence they eye each other. Shifu surveys the room --
          broken lock, smashed doors, unhinged cabinets. Po belches.
          
                              PO
                        (mouth full)
                    What? I eat when I'm upset, okay?
          
          Shifu gets a glimmer in his eye. He has an idea.
          
                              SHIFU
                    Oh, no need to explain. I just
                    thought you might be Monkey -- he
                    hides his almond cookies on the top
                    shelf.
          
          Shifu calmly exits and hides just outside the doorway,
          waiting to see if his hunch is correct.
          
          KLUMP! KLONK! THUNK! Shifu peeks back inside and finds Po
          perched atop the high shelves jamming more cookies into his
          mouth. Po notices Shifu walking back in.
          
                              PO
                        (mouth full)
                    Don't tell Monkey.
          
          He glances back down at Shifu, whose disbelief turns to a
          wise smile.
          
                              SHIFU
                    Look at you.
          
                              PO
                    Yeah, I know. I disgust you.
          
                              SHIFU
                    No no, I mean... how did you get up
                    there?
          
                              PO
                    I don't know. I guess I-- I don't
                    know. I was getting a cookie...
          
          He looks at the cookie and then can't help but eat it.
          
                                                                  60.
          
          
                              SHIFU
                    And yet you are ten feet off the
                    ground and have done a perfect
                    split.
          
                              PO
                    No, this... this is just an
                    accident.
          
          He and Po stare at each other for a beat. Then... WHOOMP! Po
          slips and crashes to the kitchen floor. A cookie rolls over
          to Shifu. He picks it up.
          
                              SHIFU
                    There are no accidents. Come with
                    me.
          
          
          EXT. MOUNTAINS - DAWN
          
          Shifu leads Po through the mountains.
          
                              PO
                    I know you're trying to be all
                    mystical and kung fu-y, but could
                    you at least tell me where we're
                    going?
          
          Shifu just continues walking.
          
                                                            CUT TO:
          
          
          EXT. MOUNTAINS - LATER
          
          Shifu is sitting beneath a tree. Winded and wheezing, Po
          slowly works his way up the hill.
          
          Po sets his gear down and looks around. Shifu breathes in the
          morning mist as Po approaches.
          
                              PO
                    You dragged me all the way out here
                    for a bath?!
          
          Po begins to pat his armpits with water.
          
                              SHIFU
                    Panda, we do not wash our pits in
                    The Pool of Sacred Tears.
          
          Po quickly stops. Realizing.
          
                                                                 61.
          
          
                                 PO
                           (in awe)
                       The pool of...
          
                                 SHIFU
                       This is where Oogway unravelled the
                       mysteries of harmony and focus.
                       This is the birthplace of Kung Fu.
          
          The camera cranes up to reveal they are standing on rock
          shapes that resemble a yin yang symbol.
          
          As the camera pulls further out, it pulls back through a
          vision of Oogway doing Kung Fu moves.
          
          FLASH FRAME -- Shifu leaps atop one of the rocks and looks
          down at Po.
          
                                 SHIFU (CONT'D)
                       Do you want to learn Kung Fu?
          
                                 PO
                           (awestruck)
                       Yeah...
          
                                 SHIFU
                       Then I am your master!
          
                                    PO
                       Okay!
          
          Tears of joy well up in Po's eyes.
          
                                    SHIFU
                       Don't cry.
          
                                    PO
                       Okay.
          
          Po sniffs the tears back and smiles.
          
          
          EXT. FIELD - LATER
          
          Shifu leads Po out into an open field.
          
                                 SHIFU
                       When you focus on Kung Fu, when you
                       concentrate...you stink.
          
          Po scowls.
          
                                                                 62.
          
          
                               SHIFU (CONT'D)
                    But perhaps that is my fault. I
                    cannot train you the way I have
                    trained the Five. I now see that
                    the way to get through to you is
                    with this!
          
          Shifu produces a bowl of dumplings.
          
                              PO
                    Oh great, `cause I'm hungry.
          
                              SHIFU
                    Good. When you have been trained,
                    you may eat. Let us begin.
          
          
          EXT. FIELD - LATER
          
          Po's training unfolds -- deep breathing exercises, balance
          tests, push ups, sit ups, climbing, etc. Through it all, he
          never gets to eat, although he does indeed learn kung fu.
          
          
          EXT. CLEARING - A MOMENT LATER
          
          Shifu sets a bowl of dumplings on a boulder.
          
                              SHIFU
                    After you, panda.
          
          Po stops short, suspicious.
          
                               PO
                    Just like that? No situps? No ten
                    mile hike?
          
                              SHIFU
                    I vowed to train you... and you
                    have been trained. You are free to
                    eat.
          
          Po grabs one of the dumplings in his chopsticks.
          
                               SHIFU (CONT'D)
                    Enjoy.
          
          Po raises the dumpling to his mouth. WHOOSH! Shifu snatches
          the dumpling away and eats it himself.
          
                               PO
                    Hey!
          
                                                                    63.
          
          
                              SHIFU
                    I said you are free to eat. Have a
                    dumpling.
          
          Po reaches again as Shifu leaps across the table and kicks
          the dumpling into the air.
          
                               PO
                    Hey!
          
          Shifu eats it and Po scowls.
          
                              SHIFU
                    You are free to eat!
          
                              PO
                        (upset)
                    Am I?
          
                              SHIFU
                        (challenging)
                    Are you?!
          
          Po and Shifu ready their chopsticks. Po slams the table and
          sends the bowl of dumplings airborne. Back and forth, Po and
          Shifu spar, vying for the dumplings. Until there is only one
          left.
          
          Shifu tries every trick to keep the dumpling away from Po. He
          hides it underneath one of the bowls. He uses his chopsticks
          as weapons to smack Po's chopsticks away. He attacks Po with
          his bamboo staff.
          
          But Po skillfully manages to best Shifu for the final
          dumpling.
          
          Shifu smiles. Po has passed the final test.
          
          But then Po tosses the dumpling into Shifu's open hand.
          
                              PO
                    I'm not hungry... master.
          
          Master and pupil bow to each other.
          
                                                            CUT TO:
          
          
          EXT. MOUNTAIN PASS
          
          The Five race toward a rope bridge stretched between mountain
          peaks.
          
                                                                  64.
          
          
          Tai Lung appears at the other end of the bridge. He ROARS and
          races toward them.
          
                              TIGRESS
                    Cut it!
          
          The others slash at the ropes securing the bridge to the
          mountain. Tai Lung is almost upon them when Tigress cuts the
          final rope. But Tai Lung is too close -- Tigress must launch
          herself into him. The two cats end up in the middle of the
          bridge just as it starts to tumble into the canyon below. The
          Five grab support ropes and hold on for dear life.
          
                              TAI LUNG
                    Where's the Dragon Warrior?
          
                              TIGRESS
                    How do you know you're not looking
                    at her?
          
          Tai Lung laughs. It echoes off the mountain walls.
          
                              TAI LUNG
                    You think I'm a fool? I know you're
                    not the Dragon Warrior. None of
                    you!
          
          The Five exchange quick, worried looks.
          
                              TAI LUNG (CONT'D)
                        (nodding confidently)
                    I heard how he fell out of the sky
                    on a ball of fire, that he's a
                    warrior unlike anything the world
                    has ever seen.
          
          The Five exchange quick, confused looks.
          
                              MONKEY
                    Po?
          
                              TAI LUNG
                    So that is his name -- Po. Finally,
                    a worthy opponent. Our battle will
                    be legendary!
          
          Tigress charges at him. The battle begins. Tigress punches
          Tai Lung as he hangs from the bridge. But Tai Lung counters
          with a maneuver that sends Tigress slamming backwards through
          the bridge's wooden slats. Then Tigress gets choked by the
          bridge's ropes. Monkey turns to Crane and Viper.
          
                              MONKEY
                    We've got this. Help her!
          
                                                                     65.
          
          
          Viper grabs Tai Lung, which causes him to let go of the
          ropes. Tigress plummets down into the gorge... but Crane
          manages to catch her. Viper punches Tai Lung repeatedly with
          his own fist. Tai Lung manages to get a paw around Viper's
          "throat".
          
                              VIPER
                    Monkey!
          
          ANGLE ON MANTIS AND MONKEY. Mantis is straining to hold the
          rope by himself.
          
                              MANTIS
                    Go!
                        (then)
                    Ack! What was I thinking?!
          
          Monkey leaps into action, kicking Tai Lung in the chest and
          sending him crashing through the slats of the bridge. He gets
          back to his feet and starts running back to them on a single
          strand of rope.
          
                              TIGRESS
                    Mantis!
          
          Mantis whips his end of the rope, sending a sine wave
          shooting toward Tai Lung. The rope whips Tai Lung in the face
          and he gets tangled up. The Five see their chance.
          
                              TIGRESS (CONT'D)
                    Now!
          
          Working as a team, the Five kick Tai Lung's butt every which
          way. Tigress finally slashes the last rope holding up Tai
          Lung. He plummets down... down... disappearing into the mist.
          Mantis whips his end of the rope, returning his buddies
          safely to the mountain.
          
          The Five look relieved. But the relief is short-lived...
          
          Tigress notices that the other end of the bridge is circling
          the far mountain peak. Her eyes go wide with dread. The rope
          whips up. But Tai Lung isn't there.
          
          With a crash, he suddenly appears behind the Five.
          
                              TAI LUNG
                    Shifu taught you well...
          
          Tai Lung jabs a finger at Monkey, who instantly freezes.
          
                              TAI LUNG (CONT'D)
                    But he didn't teach you everything.
          
                                                                     66.
          
          
          Tai lung lunges toward the rest.
          
          
          EXT. TRAINING HALL - EVENING
          
          Shifu and Po walk through the palace courtyard. Po has an
          easy spring in his step.
          
                              SHIFU
                    You have done well, Panda.
          
                              PO
                    Done well? Done well?! I've done
                    awesome!
          
          He swings his belly around and knocks Shifu off balance.
          
          Shifu staggers back, regaining his dignity.
          
                              SHIFU
                    The mark of a true hero is
                    humility!
          
          After a moment's thought, though, he leans toward Po -
          
                              SHIFU (CONT'D)
                    But yes...you have done awesome.
          
          And he punches him playfully on the arm. Po smiles at him. As
          they LAUGH, an indistinct figure appears in the clouds behind
          them. IT'S CRANE!
          
          Crane carries the five to the palace grounds, crashing in a
          heap.
          
                              PO
                    Huh? Guys? Guys!
          
          Po throws his backpack aside and runs over to them.
          
                              PO (CONT'D)
                    They're dead? No, they're
                    breathing! They're asleep?! No,
                    their eyes are open.
          
          Crane struggles to lift his head.
          
                              CRANE
                    We were no match for his nerve
                    attack.
          
          His head collapses to the ground.
          
                                                                  67.
          
          
                              SHIFU
                    He has gotten stronger.
          
                              PO
                    Who? Tai Lung? Stronger?
          
          Shifu starts freeing the Five. First Viper, then Mantis, then
          Monkey releases suddenly from his paralysis -
          
                              MONKEY
                    He's too fast!
          
          He delivers a Kung Fu punch to Po's head and then slowly
          realizes where he is.
          
                                 MONKEY (CONT'D)
                    Sorry, Po.
          
          Shifu kneels before Tigress and works to free her.
          
                              TIGRESS
                    I thought we could stop him.
          
                              SHIFU
                    He could have killed you.
          
                              MANTIS
                    Why didn't he?
          
                              SHIFU
                    So you could come back here and
                    strike fear into our hearts. But it
                    won't work!
          
                              PO
                    Uh, it might, I mean, a little. I'm
                    pretty scared.
          
                              SHIFU
                    You can defeat him, panda.
          
                              PO
                    Are you kidding? If they can't--
                    They're five masters. I'm just one
                    me.
          
                              SHIFU
                    But you will have the one thing
                    that no one else does.
          
                                                                  68.
          
          
          INT. SCROLL ROOM - MOMENTS LATER
          
          CLOSE-UP of the Dragon Scroll. Po stares at Shifu - then
          looks up at the Scroll. Then back at Shifu -
          
                              PO
                    You really believe I'm ready?
          
                              SHIFU
                    You are, Po.
          
          They look at each other. This is a big moment.
          
          Oogway's staff hangs in a rack surrounded by candles. As Po
          and The Five stand by, Shifu carries the staff over to the
          reflecting pool. Shifu bows his head, then, eyes still
          closed, he raises the staff up above his head. Po and the
          others watch, expectantly. The peach blossom petals rise in a
          flickering, spinning cloud up from the pool. The gentle
          tornado rises up around the ceiling carving that holds the
          Dragon Scroll. The petals loosen the scroll from the dragon's
          mouth and it falls. At the last second, Shifu reaches out
          with the staff to catch the scroll on the end of it. He turns
          to Po, holding it out.
          
                              SHIFU (CONT'D)
                    Behold. The Dragon Scroll... It is
                    yours.
          
                              PO
                    Wait, what happens when I read it?
          
                               SHIFU
                    No one knows, but legend says you
                    will be able to hear a butterfly's
                    wing-beat.
          
                              PO
                    Whoa! Really? That's cool.
          
                              SHIFU
                    Yes. And see light in the deepest
                    cave. You will feel the universe in
                    motion around you.
          
                              PO
                    Wow! Can I punch through walls?
                    Can I do a quadruple back flip?
                    Will I have invisibility--
          
                              SHIFU
                    Focus. Focus.
          
                                                                  69.
          
          
                              PO
                    Huh? Oh, yeah... yeah.
          
                              SHIFU
                    Read it, Po, and fulfill your
                    destiny. Read it and become... the
                    Dragon Warrior!
          
                                PO
                    Whooaa!!!
          
          Po takes a deep breath. Then he grasps the tube and tries to
          pull the top off it. It doesn't budge. He strains at it.
          
                              PO (CONT'D)
                    It's impossible to open.
          
          He strains again. He tries to bite it off...
          
                              PO (CONT'D)
                    Come on baby. Come on now...
          
          Shifu SIGHS and holds out his hand. Po passes him the tube.
          Shifu pops the end off effortlessly and passes it back to Po.
          
                              PO (CONT'D)
                    Thank you. I probably loosened it
                    up for you though... Okay, here
                    goes.
          
          He glances at the Five. They look on in awe. Monkey gives him
          the `thumbs up.' Po starts to unroll the scroll, the golden
          light bathing his face. Across the scroll we see Shifu,
          excited that he is witness to history...
          
          On Po's face as he finishes opening the scroll.
          
          Then -
          
                              PO (CONT'D)
                    AAAAAAAAAAAAAAAAAAAAAAAAA!
          
          Shifu looks concerned. The Five look concerned. Po looks
          utterly terrified.
          
                              PO (CONT'D)
                    It's blank!
          
                                SHIFU
                    What?
          
                              PO
                    Here! Look!
          
                                                                 70.
          
          
          Po tries to show Shifu the scroll. Shifu covers his eyes and
          turns his head away.
          
                              SHIFU
                    No! I am forbidden to look upon--
          
          But he can't help himself. He takes a peek. Then he GRABS if
          off Po. He turns it around, then upside down. He closes it
          and opens it again, astonished.
          
                              SHIFU (CONT'D)
                    Blank? I don't...I don't
                    understand.
          
          Shifu turns away, contemplative. What can this mean?
          
                              PO
                    Okay. So like, Oogway was just a
                    crazy old turtle after all?
          
                              SHIFU
                    No. Oogway was wiser than us all.
          
          Po sits heavily on the floor, dejected.
          
                              PO
                    Oh, come on! Face it. He picked me
                    by accident. Of course I'm not the
                    Dragon Warrior. Who am I kidding?
          
          The Five don't argue.
          
                              TIGRESS
                    But who will stop Tai Lung?
          
                              CRANE
                    He'll destroy everything...and
                    everyone.
          
          Shifu puts the scroll back in its container and seals it. He
          looks oddly calm as he turns around.
          
                              SHIFU
                    No, evacuate the Valley. You must
                    protect the villagers from Tai
                    Lung's rage.
          
                              TIGRESS
                    What about you master?
          
                              SHIFU
                    I will fight him.
          
                                                                  71.
          
          
                              PO
                    What?
          
                              SHIFU
                    I can hold him off long enough for
                    everyone to escape.
          
                              PO
                    But Shifu, he'll kill you.
          
                              SHIFU
                    Then I will finally have paid for
                    my mistake.
          
          The Five and Po look devastated.
          
                              SHIFU (CONT'D)
                    Listen to me, all of you. It is
                    time for you to continue your
                    journey without me. I am very proud
                    to have been your master.
          
          Shifu salutes them and turns away. Po is heartbroken. Crane
          steps forward and kindly puts a wing around Po, pulling away.
          
          Po resists for a moment, then lets the Five lead him off.
          
                                                            CUT TO:
          
          
          EXT. VALLEY
          
          The Five arrive at the base of the stairs.
          
                              TIGRESS
                    We've got to get them out safely.
          
          Monkey picks up a small child.
          
                              MONKEY
                    Come, little one. Let's find your
                    mama.
          
                              TIGRESS
                    Viper, gather the southern farmers.
                    Mantis, the north. Crane, light the
                    way.
          
          They split up and begin helping the villagers evacuate. Po is
          left by himself.
          
          He makes his way through the bustling town.
          
                                                                     72.
          
          
                              JR SHAW
                        (skeptically)
                    Look, it's the Dragon Warrior.
          
          Po approaches the Noodle Shop.
          
                                PO
                    Hey, Dad.
          
                                PO'S DAD
                    Po!
          
          Seeing Po, Po's Dad hurries over and wraps his arms around
          his son. Po bends down to reciprocate the hug, as Po's dad
          pulls away, having fastened an apron around Po's waist.
          
                              PO'S DAD (CONT'D)
                    Good to have you back, son!
          
                              PO
                        (listlessly)
                    Good to be back.
          
          Po's Dad goes back to packing things up.
          
                              PO'S DAD
                    Let's go Po. So, for our next shop,
                    it's time to face it -- the future
                    of noodles is dice-cut vegetables,
                    no longer slices.
          
          Dad starts to walk off, unaware that Po isn't following.
          
                              PO'S DAD (CONT'D)
                    Also, I was thinking, maybe this
                    time we'll have a kitchen you can
                    actually stand up in. Hmm? You like
                    that?
          
          He turns and notices that Po hasn't moved. He walks to Po
          sympathetically.
          
                              PO'S DAD (CONT'D)
                    Po, I'm sorry things didn't work
                    out. It just... wasn't meant to be.
          
          Po slumps against the cart.
          
                              PO'S DAD (CONT'D)
                    Po, forget everything else. Your
                    destiny still awaits. We are noodle
                    folk -- broth runs deep through our
                    veins.
          
                                                                  73.
          
          
                              PO
                    I don't know, Dad. Honestly,
                    sometimes I can't believe I'm
                    actually your son.
          
          Dad is taken aback.
          
                              PO'S DAD
                    Po, I think it's time I told you
                    something I should have told you a
                    long time ago...
          
                                PO
                    Okay.
          
          Dad pauses dramatically.
          
                              PO'S DAD
                    The secret ingredient of my secret
                    ingredient soup!
          
          Po feigns excitement.
          
                                PO
                    Oh.
          
                              PO'S DAD
                    C'mere! The secret ingredient is...
                    nothing!
          
                                PO
                    Huh?
          
                              PO'S DAD
                    You heard me. Nothing. There is no
                    secret ingredient!
          
                              PO
                    Wait wait...it's just plain old
                    noodle soup? You don't add some
                    kind of special sauce or something?
          
                              PO'S DAD
                    Don't have to. To make something
                    special, you just have to believe
                    it's special.
          
          Po looks at his father with dawning realization. He picks up
          the Scroll.
          
          For a moment, Po stares at his reflection on the scroll, then
          he smiles serenely. He gets it now.
          
                                                                  74.
          
          
                              PO
                    There is no secret ingredient...
          
          Po turns back to look at the palace.
          
                                                            CUT TO:
          
          
          EXT. JADE PALACE - DAWN
          
          At the top of the stairs, Shifu looks upon the Valley,
          awaiting his fate. With a gust of wind, Tai Lung appears
          before him.
          
                              TAI LUNG
                    I have come home, Master.
          
                              SHIFU
                    This is no longer your home. And I
                    am no longer your master.
          
                              TAI LUNG
                    Yes. You have a new favorite. So
                    where is this...Po? Did I scare him
                    off?
          
                              SHIFU
                    This battle is between you and me.
          
                              TAI LUNG
                    So. That is how it's going to be?
          
                              SHIFU
                    That is how it must be.
          
          They fight. At last. Tai Lung punches Shifu clean through the
          doors of the Jade Palace.
          
          Tai Lung enters.
          
                              TAI LUNG
                    I rotted in jail for twenty years
                    because of your weakness!
          
                              SHIFU
                    Obeying your master is not
                    weakness!
          
                              TAI LUNG
                    You knew I was the Dragon Warrior!
                    You always knew...
          
          Dissolve to FLASHBACK.
          
                                                                    75.
          
          
          A young Tai Lung looks expectant. Oogway shakes his head.
          
                              TAI LUNG (V.O.) (CONT'D)
                    But when Oogway said otherwise,
                    what did you do? What did you do?!
          
          Tai Lung looks to Shifu who averts his eyes and the past
          dissolves into the present.
          
                                 TAI LUNG (CONT'D)
                    NOTHING!
          
          Shifu takes a Kung Fu stance.
          
                              SHIFU
                    You were not meant to be the Dragon
                    Warrior! That was not my fault!
          
                              TAI LUNG
                    NOT YOUR FAULT?!
          
          Enraged, Tai Lung knocks over the Kung Fu artifacts and
          throws them at Shifu.
          
                              TAI LUNG (CONT'D)
                    WHO FILLED MY HEAD WITH DREAMS?!
                    WHO DROVE ME TO TRAIN UNTIL MY
                    BONES CRACKED?! WHO DENIED ME MY
                    DESTINY?!
          
          Shifu dodges each attack.
          
                              SHIFU
                    It was never my decision to make!
          
          Tai Lung pulls Oogway's staff from the shrine.
          
                                 TAI LUNG
                    It is now.
          
          They fight. Tai Lung pins Shifu down with the staff.
          
                              TAI LUNG (CONT'D)
                    Give me the scroll!
          
                              SHIFU
                    I would rather die.
          
          They struggle for a beat until finally, the staff splinters
          into a hundred pieces. Shifu looks back at the pieces and a
          flutter of peach tree petals fly by. Caught off guard, Shifu
          gets kicked by Tai Lung into a column.
          
                                                                   76.
          
          
          Shifu climbs the column to the rafters. Tai Lung follows and
          sends them both crashing through the roof.
          
          Lightning flash.
          
          Grappling in mid-air, Tai Lung gets his hands around Shifu's
          throat as they crash back through the roof.
          
          They kick apart. Shifu crashes to the floor and lands hard.
          Tai Lung bounces off the wall and throws a lantern to the
          floor. Flames go everywhere. Tai Lung's arms are aflame as he
          charges at Shifu.
          
                              TAI LUNG
                    All I ever did, I did to make you
                    proud! Tell me how proud you are,
                    Shifu! Tell me! TELL ME!
          
          THOOM! A fiery punch sends Shifu skidding across the floor
          and crashing against the reflecting pool. The flames
          extinguish and Tai Lung extends his claws.
          
                              SHIFU
                        (weakly)
                    I have always been proud of you.
                    From the first moment, I've been
                    proud of you. And it was my pride
                    that blinded me. I loved you too
                    much to see what you were becoming.
                    What I was turning you into. I'm...
                    sorry.
          
          Tai Lung stops in his tracks. Shifu waits. Tai Lung's
          expression goes cold. He grabs Shifu by the throat.
          
                               TAI LUNG
                    I don't want your apology. I want
                    my scroll!
          
          He holds Shifu up to the ceiling. Looking up, Tai Lung
          bristles when he sees the scroll is missing.
          
                              TAI LUNG (CONT'D)
                    WHAT? WHERE IS IT?!
          
          Tai Lung slams Shifu to the floor.
          
                              SHIFU
                        (weakly)
                    Dragon Warrior has taken scroll
                    halfway across China by now. You
                    will never see that scroll, Tai
                    Lung. Never. Never...
          
                                                                  77.
          
          
          Tai Lung is furious. He roars, ready to strike Shifu.
          Suddenly...
          
                               PO (O.S.)
                    Hey!
          
          Tai Lung turns around to find Po standing in the doorway.
          
                              PO (CONT'D)
                        (out of breath)
                    Stairs...
          
          Tai Lung casts Shifu aside.
          
                              TAI LUNG
                    Who are you?
          
                              PO
                    Buddy, I am the Dragon Warrior.
                        (exhales hard)
                    Huhhh...
          
                              TAI LUNG
                    You?! Him?!
                        (to Shifu)
                    He's a panda.
                        (back to Po)
                    You're a panda. What are you gonna
                    do, big guy? Sit on me?
          
                              PO
                    Don't tempt me. Haha. No. I'm gonna
                    use this. You want it? Come and get
                    it.
          
          Po shows him the Dragon Scroll.
          
          From out of nowhere, Tai Lung appears and punches Po across
          the room, grabbing the scroll knocked from Po's hands.
          
                               TAI LUNG
                    Finally!
          
          Po bounces off a nearby pillar and slams back into Tai Lung,
          sending him flying into a column. Po puts on a brave face and
          strikes a pose as Tai Lung recovers and charges. Po turns to
          run.
          
          Tai Lung quickly catches up and they both sail off the Palace
          steps.
          
          Po clings to the scroll as Tai Lung delivers a kick and sends
          him crashing onto the theater rooftops below.
          
                                                                    78.
          
          
          Po rolls down off a tree and uses the recoil to whip back and
          smash Tai Lung. He briefly skids across the rooftop and comes
          right back at Po.
          
                              TAI LUNG (CONT'D)
                    That scroll is mine!
          
          Down the Theater steps, Po and Tai Lung grapple for the
          scroll. Po is oblivious to the effects of crashing down
          stairs and in slow motion, his voluminous butt presses down
          on Tai Lung's head. As they crash through the Gateway the
          scroll is knocked loose. Tai Lung goes for the scroll but Po
          snatches it away using a noodle lasso. The scroll flies
          towards him and bounces off his head. Tai Lung leaps for it,
          but Po grabs his tail and pulls him back down onto a cart
          which see-saws Po into the air. In mid-air, Po slurps the
          noodle.
          
          Up and over the rooftops, Po lands in a grove of bamboo trees
          and into a nearby wok shop. The scroll rolls to a stop in the
          street.
          
          As Tai Lung makes his move on the scroll, Po turns the array
          of overturned woks into a shell game, sliding the woks around
          to hide the scroll.
          
                                 PO
                    Lightning!
          
          Tai Lung knocks the woks away and exposes the scroll as Po
          uses his bamboo stilts to block Tai Lung. The leopard swipes
          out the stilts and brings Po down on top of him as the scroll
          rolls down the steps towards the river.
          
          Po gets thrown into a fireworks booth. As Tai Lung chases
          down the scroll, he turns back to see Po flying through the
          fireworks-filled sky.
          
          Po slams through Tai Lung and crashes into a rock wall. The
          scroll flies out of his hand and lands in the mouth of an
          ornamental rooftop dragon. He looks back at Tai Lung, who
          sees where the scroll has landed. Via the magic of cookie-
          vision, Po effortlessly scales the building. Tai Lung is
          shocked.
          
                               TAI LUNG
                    The scroll has given him power.
                        (then)
                    NOOO0!!
          
          He takes a giant leap and kicks the wall. The resulting
          shockwave collapses the building.
          
                                                                    79.
          
          
          Amazingly, Po skips across the falling roof tiles to reach
          the scroll in mid-air as Tai Lung leaps up behind him and
          unleashes a punishing blow that sends Po smashing into the
          ground. As Tai Lung lands, he delivers a final devastating
          punch.
          
          As the dust settles, Tai Lung is looming over Po in the
          impact crater.
          
                                TAI LUNG (CONT'D)
                          (out of breath)
                      Finally... oh yes... the power of
                      the Dragon Scroll... is mine!
          
          Tai Lung grabs for the scroll and opens it. His face falls.
          
                                TAI LUNG (CONT'D)
                      It's NOTHING!!
          
          Po stirs.
          
                                PO
                      It's okay. I didn't get it the
                      first time either.
          
                                TAI LUNG
                          (disbelief)
                      What?
          
          Po gets to his feet.
          
                                PO
                      There is no secret ingredient. It's
                      just you.
          
          Tai Lung snarls and lunges at Po.
          
                                   TAI LUNG
                      RRRAAAH!
          
                                   PO
                      AAAAGGGHH!
          
          Tai Lung attacks Po's nerve points. But Po begins giggling.
          
                                PO (CONT'D)
                      Stop! Stop it! I'm gonna pee!
                      Don't! Don't!
          
          Tai Lung's nerve attack has no effect on Po. Frustrated, he
          delivers a double-fisted punch to Po's belly.
          
                                                                  80.
          
          
          The shockwave ripples through Po's entire body and Po's arms
          come back and strike Tai Lung, sending the leopard crashing
          back into a building. Po looks at his hands, amazed at what
          he just did.
          
          Tai Lung rises from the rubble and runs at Po again. But Po
          strikes back, using an unorthodox panda-style technique, even
          getting Tai Lung to chomp down on his own tail. Po gives Tai
          Lung a butt bump that sends him crashing into a building. Tai
          Lung emerges and attempts one more lunge at Po. But Po
          prepares... and Tai Lung is swiftly met by Po's IRON BELLY!
          He is launched into the air. Po waits... and waits... until
          finally, Tai Lung appears in the sky and crashes to the
          ground.
          
          Tai Lung is battered, but still defiant.
          
                                TAI LUNG
                          (heavy breathing)
                      You... can't defeat me. You're just
                      a big, fat panda!
          
          SCHWING! Po grabs Tai Lung's finger. Tai Lung's eyes go wide.
          
                                PO
                      I'm not a big, fat panda. I'm the
                      big, fat panda.
          
          Po's pinky pops up. Tai Lung gasps.
          
                                TAI LUNG
                      The Wuxi Finger Hold!
          
                                PO
                      Oh, you know this hold?
          
                                TAI LUNG
                      You're bluffing. You're bluffing!
                      Shifu didn't teach you that.
          
                                PO
                      Nope. I figured it out.
          
          He flexes his pinky...
          
                                  PO (CONT'D)
                      Skadoosh!
          
          KA-THOOM!
          
                                                                  81.
          
          
          EXT. VALLEY OF PEACE
          
          A mushroom cloud appears over the Valley, sweeping past the
          Furious Five and the fleeing villagers.
          
                                                       DISSOLVE TO:
          
          
          EXT. VALLEY SQUARE - A LITTLE LATER
          
          Villagers emerge from hiding. Po walks out from the mist
          looking very much like the warrior from the opening dream.
          
                              KG SHAW
                    Look! The Dragon Warrior.
          
          As he nears, we see that his hat is an upside down wok and
          his scarf is a torn apron.
          
          Villagers CHEER the Dragon Warrior. Po's Dad emerges from the
          crowd.
          
                              PO'S DAD
                    That's my boy. That big, lovely
                    kung fu warrior is my son!
          
                              PO
                    Thanks, Dad.
          
          Po hugs his dad. The wok falls off Po's head and rolls on the
          ground until Mantis appears in frame and stops it. The rest
          of the Five are with him. Po takes notice.
          
                                 PO (CONT'D)
                    Hey, guys.
          
                                 TIGRESS
                    Master.
          
          Tigress bows deeply. The others follow.
          
                                 FURIOUS FIVE
                    Master.
          
                              PO
                        (modest)
                    Master?
                        (then, remembering)
                    Master Shifu!
          
          Po races toward the Jade Palace. He climbs the steps. Then
          more steps.
          
                                                                  82.
          
          
          INT. PALACE - MOMENTS LATER
          
          Po arrives breathless at the Jade Palace. Shifu is still
          lying in the scroll room, his eyes closed. Po rushes to his
          side.
          
                              PO
                    Master! Shifu! Shifu! Are you okay?
          
          Shifu weakly opens his eyes.
          
                              SHIFU
                    Po! You're alive!
                        (then, darkly)
                    Or we're both dead.
          
                              PO
                    No, Master, I didn't die. I
                    defeated Tai Lung!
          
                                SHIFU
                    You did?!
          
          Shifu smiles and shakes his head in disbelief.
          
                              SHIFU (CONT'D)
                    Wow. It is as Oogway foretold --
                    You are the Dragon Warrior. You
                    have brought peace to this Valley.
                    And to me. Thank you. Thank you,
                    Po. Thank you...
          
          Shifu closes his eyes. He is still. Po starts freaking out.
          
                              PO
                    No! Master! No No No! Don't die,
                    Shifu. Please...
          
                              SHIFU
                        (eyes snapping open)
                    I'm not dying, you idiot-- ah,
                    Dragon Warrior. I'm simply at
                    peace. Finally.
          
                              PO
                    Oh. So, um, I should...stop
                    talking?
          
                              SHIFU
                    If you can.
          
          Po nods reverently as Shifu closes his eyes again. Master and
          pupil lie next to each other. The camera pulls up and back
          away from them. Po tries to remain still, but it's hard.
          
                                                                  83.
          
          
          He's about to say something, but he stops himself. He fidgets
          for a beat, then can't control himself any longer.
          
                              PO
                    Want to get something to eat?
          
                              SHIFU
                        (sighs)
                    Yeah.
          
                                                          IRIS OUT.
          
                                      THE END



Kung Fu Panda



Writers :   Jonathan Aibel  Glenn Berger
Genres :   Animation  Action  Comedy  Family


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