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Who's that comin' from somewhere up in the sky?
Movin' fast and bright as a firefly
Just when you think that trouble's gonna pounce
Who's gonna be there when it really counts?
Do that Care Bears Countdown
Five, four, three, two, one.
Announcer: And now back to "The Care Bears."
Hugs Bear: Ah! Tugs! Huh?
Come here quick!
What is it, Hugs?
Look.
Tugs: Ugh, is it ever ugly.
What's going on?
Grams, Hugs found this really ugly bug.
Grams Bear: Why, it's a caterpillar making a cocoon.
Ew, take it away, Grams.
Yeah, Grams.
Something that ugly
can't be good for your garden.
Well, why don't we leave the caterpillar alone
for a while and I'll tell you a story?
A story?
Oh, goody, goody, gosh!
What's it about grams?
It's all about a village far, far away
called Carenberg.
Everyone fit into this happy village
like bugs in a rug.
That is, everyone except for one person.
Where did that assistant of mine go?
Oh, no.
I'm late again.
The doctor--
...is gonna be cross with me.
Oh, no.
There's that Dr. Brightenstein
with his oddball assistant, Grumpor.
Cheer Bear: I know. They live by themselves in the castle
doing all kinds of strange experiments.
They scare me.
Good morning, Fräuleins.
Nice day, isn't it?
Help!
Good morning, children.
Good morning, Dr. Brightenstein.
It's no use, Dr. Brightenstein.
Nobody in the village likes us.
We'll never make any friends here.
Don't worry, Grumpor.
There's more than one way to make friends.
Come on, let's get our supplies.
Champ Bear: A pound of your best sugar, Herr Beastly.
Oh, it's such a pleasure to serve you, Farmer Champ.
That will be...
six guilders.
I've got the money in here somewhere, sports fan.
Hmm...
Here we go.
Thank you, Herr Beastly.
Oh, do come again.
I'm making a fortune.
I'm sorotten.
Hey, Farmer Champ. Your sugar is...
leaking?
Oh, see, Dr. Brightenstein?
The village people don't even listen to you
when you try to help them.
Oh, Grumpor, never mind.
Let's get the stuff we need and get back to the castle.
Time to make another dishonest guilder.
How can I help you, Dr. Brightenstein?
I need a scoop of your finest sugar,
Herr Beastly.
Here it is.
That will be...
eight guilders.
It will be well worth it if my experiment works.
Look, Dr. Brightenstein!
A robin!
What robin? Huh?
Your hole-in-the-bag routine
won't work this time, Herr Beastly.
Oh.
Get out of my store, you oddballs!
I will with pleasure, Herr Beastly.
Come, Grumpor.
He thinks he's sosmart.
Nobody makes a fool out of me.
I think I'll just go ruin his experiment.
My experiment is almost complete.
Oh, I hope it works.
It's been so lonely
in this big castle all by ourselves.
Not for long, Grumpor.
We're about to make a brand-new friend.
And now the moment I've worked so long and hard for
is finally here.
Did it work, Dr. Brightenstein?
Did it work?
We'll know in a second.
Oh!
There's nothing to worry about, Grumpor.
This is just our new friend.
With a candy heart made of sugar.
You were right, Doctor.
There is more than one way to make friends.
What's a friend?
Well, a friend is someone who likes you.
And someone who cares.
Whoa!
Whoa!
Thank you, friends.
Helping is what friends are for.
Now watch Grumpor walk.
See? It's easy.
Now you try.
Mmm.
Very good.
It has been a long day.
We'd all better get some rest.
Grumpor and I will teach you wonderful things tomorrow.
Good night and sweet dreams.
I think I'm gonna like having a new friend.
Me, too.
Oh, whew.
Now where's this strange experiment?
Huh?
Yeow!
Oof!
Whew.
A monster!
Let me outta here!
Ah!
Ah! A monster!
Oh...
that monster won't get me.
Oh...
this is my chance to get back at Brightenstein.
When I tell the villagers about his monster,
they'll get rid of both of them.
What's all the noise down here?
Huh? Oh, no!
Brightenstein: Our friend is gone!
We've got to find him before he gets into trouble.
Gee, Hugs.
Everyone's looking for the monster.
I'm lost. Huh?
Do you know where my friends are?
Goody, goody, gosh! It's him!
We don't know where your friends are,
but we'll be your friends.
Do you wanna play tag with us?
Sure!
But I don't know how to play tag.
It's easy. You're it, so you have to catch us.
Okay!
This is fun!
The monster has to be around here somewhere.
These footprints are fresh.
Look!
The monster is after the children!
Oh, what are we waiting for?
Let's get him!
After them! Let's get 'em!
We've got to save him fast.
You can't catch me!
Whoops!
Oh, no!
Help!
I'll save you!
You okay?
I-- I think so.
Unhand that child, you monster, you!
Treat Heart: Let's get him! Lotsa Heart: After him!
Let's get 'em! We can get him!
Let's chase him away! We'll chase him out of town!
Brightenstein: He's not a monster.
He's our friend.
Just because he looks or acts differently
doesn't mean he can't be nice.
But the monster knocked one of the children
into the river.
No, he didn't.
I fell in the river and he saved me.
I guess we were wrong about him.
And you, Dr. Brightenstein.
Uh-oh.
Time to make like a banana and split.
Come on, let's take our new friends
back to the village.
Herr Beastly: Oh, I've gotta get out of here.
When Brightenstein tells the villagers
about my cheating, I'm a goner.
Champ Bear: Too late, Herr Beastly.
Ah!
We've come to get the things you owe us.
And our new friends have come here
to make sure you do.
Oh, sometimes being the bad guy
isn't much fun.
And so all the people in Carenberg
finally became friends.
That was a great story, Grams.
Gosh, look, Grams.
The caterpillar is completely covered in its cocoon.
Tugs Bear: Wow, it turned into a butterfly.
Gee, Grams. You were right.
Just because something is different
doesn't mean it can't be nice and beautiful
in its own way.
How right you are, my two little darlings.
Announcer: "The Care Bears" will be right back.
Announcer: And now back to "The Care Bears."
I say we put all the games over here
by the Hall of Mirrors, sports fan.
But I think it'd be better
to put them over by the Double Heart Trampoline, Champ.
I know. Let's do it both ways.
Yeah.
We can put half the games over here...
And put the rest over here.
Well, they sure don't call ya Bright Heart for nothing.
Hugs Bear: The Grumpy Clouds are coming!
The Grumpy Clouds are coming!
The Grumpy Clouds!
Uh-oh, there must be
a lot of grouchy kids on earth.
The grumpier they get,
the faster those dark clouds will grow.
Let's hope our friend Claire
can get here through those clouds.
We really need her help to set up the Care Fair.
The sooner those unhappy kids
come here and start having fun...
The sooner those big mean clouds will go away, huh?
Hugs Bear: Oh, look! Bright Heart: It's Claire!
Hi!
See, Tugs?
Everything's going to be just fine.
Beastly!
Where is that fur ball?
He's probably hiding
so he doesn't have to help me with the dusting.
This is boring.
I wonder what those miserable Care Bears are up to.
Magic Mirror, be a sneak.
Go ahead and give me a peek.
We're sure glad you're here, Claire.
Champ Bear: We have to finish the Care Fair today.
Huh?
It's gotta be ready before those clouds
can stop your friends from getting here.
Not if I can help it.
Now let's see...
how can I put a stop to that--
Beastly: Ah-- ah--
So there you are!
Ah-- ah-- ah--
I've got a job for you to do, dust mop.
Choo!
Uncle No Heart will be so proud of me
when I ruin the Care Fair.
Phew, this is a lot of work.
I'm pooped.
But all these yummy treats
will really help cheer up my unhappy friends.
That's if they can get through those gloomy clouds.
Where's that team spirit, sports fan?
A few clouds aren't gonna stop us.
You're right, Champ.
Hey, can I try your ringtoss?
Step right up, sports fan.
But don't be upset if you miss.
Not everyone can be a-- ahem-- champ.
Whoa!
Nice shot, Claire!
Now my turn.
Okay...
Hey!
I missed.
That's okay.
Just try again.
It's not okay.
Champ never misses.
I don't believe it.
Hey, Champ, you said you'd help us
put the double-heart bouncer together.
In a minute.
But first I've gotta get this.
Oh, this is Captain Beastly speaking.
It looks like we're approaching a rough patch
of icky, yucky, dark, threatening clouds.
We like icky, yucky, threatening stuff,
remember?
Yeah, b-b-but I can't see.
Shreeky: Let me drive.
No, wait. You can't.
No!
Beastly!
Huh? Yeow!
Come on, fur ball.
Let's go!
Tell me... I can't do it.
Those clouds are building up even faster.
You're right, Claire.
Let's go and help the others.
Just tell me I can't--
whoa!
That was close.
Did you see that one?
Yeah, you're getting better.
Tell me I can't do it!
Champ, when are you going to help us
put up our double-hearted bouncer?
Just as soon as I get this, sports fan.
Come on, Hugs.
Let's see if we can do it ourselves.
Good idea, Tugs. Let's go.
Okay, fur ball.
I'll wreck this funh ouse,
you wreck those food stands.
Okay.
Huh?
Dum dee dum dum.
Hmm.
Ew, yuck.
Hey.
How horribly beautiful.
Time for Master Chef Beastly to reveal
his famous recipe for...
cotton candy.
Just a pinch of the finest garbage
and presto.
Whoa, whoa, whoa, whoa, whoa, whoa, whoa!
Whoa!
Yeow!
Beastly: Whoa! Huh?
Whoa!
Beastly!
Gosh, Tugs, we put the double-hearted bouncers up
all by ourselves.
Yikes! Yuck! Ow!
Whee!
Ow! Yeowch!
Whoa!
We pounced too high!
We've got the Care Bear cubs.
Hey, maybe we can force the Care Bears
to take down the Care Fair themselves.
That's the silliest thing I've ever heard.
I'm glad I thought of it.
Claire: Champ!
Champ, somebody's trying to wreck
the Care Bear Fair!
What? We found the fun house ruined.
Hey, where's Hugs and Tugs?
Why, they're right over--
hey, they're gone!
Hugs and Tugs: Help! Oh, no!
Okay, Care Bears.
Tear the Care Fair down
or you'll never get these cubs back.
Oh, no!
Oh, yes.
Okay, fur ball,
back to Uncle No Heart.
Okay.
We've gotta tear down the Care Fair.
Then the world will be covered
with the Clouds of Gloom forever.
I guess we have no choice.
You're right. Come on,
we've got to tell the others.
Ooh, this wouldn't have happened
if I'd helped the cubs
instead of playing this silly game.
I've gotta get them back myself.
Uncle No Heart will be soproud of me
when I tell him how I made the Care Bears
wreck their own fair.
What about me?
I was there, too.
Oh, I guess I was somewhere else.
And all I have to do
is keep you two locked up.
Oh, you won't get away with this.
Yeah, somebody will come and save us.
That's what you think.
Champ Bear: That's what I think, too.
Shreeky: A Care Bear!
Yay, it's Champ!
Well, you're not going to rescue anybody.
Yeow! Ooh! Yikes!
Whoa!
Yipe!
Shreeky: I've got you now!
Not if I can help it!
Whoa!
Whoa! Oof.
Whoa! Beastly, you rubber head!
Yay!
Come on, you two.
We've gotta hurry back to the Care Fair.
Beastly!
I'm sorry, everybody.
But if we want the cubs back,
we've got to knock down the Care Fair.
Champ Bear: Stop, stop!
Huh?
I've got the cubs!
Now let's get the Care Fair started, sports fans!
Look, here come my friends!
Wow, look!
Their happiness is already starting to break up
the Clouds of Gloom.
Wow, Champ.
That was some great ring tossing
you did back there.
Well, I really learned
a much more important lesson today, Hugs.
What's that?
That you can't let yourself
get carried away with something
at the expense of your friends.
Now let's go enjoy the Care Fair!
Yeah!
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