Original subtitles

l am queen of everything in this part of town.

l am queen of the city and queen of the towers

and queen of the small little wiggly things.

And everyone who looks at me,

"So she is such a wonderful queen

"and not ever embarrassing at all, and so normal and goes to school,

"and has nothing to worry about

"except..."

(EXCLAlMS)

But l am the queen of evil, and l must warn you,

you cannot escape my cunning use of black magic markers!

Pingo, have you seen Helena?

No. Come, take over.

Sorry. One minute.

Two adults and two kids, please.

(WHlSTLlNG)

Mr. Valentine, l knew you would come to save our city.

VALENTlNE: Well, l am a very important man.

You're going to be a very dead man in a minute.

l think he's very brave, well, not really brave, Mr. Valentine.

Right.

So l suppose you are going to turn us all into spiders

or three-legged chairs or something.

(QUEEN OF EVlL SlGHS)

You may think l'm a hardhearted black sock,

but underneath this dark woolly exterior is a naked pink foot.

Have you seen Helena?

l thought she's out front with you.

Hang on, if you're here, who's selling tickets?

Pingo.

(BANGlNG ON DOOR)

Helena.

l'm drawing.

You're not even dressed yet.

Come on, you're not a kid anymore. l shouldn't have to...

l don't want to go. l feel like an idiot, l look like an idiot.

Not again. We can't have this conversation again!

You don't look like an idiot. Nobody looks like an idiot, it's just...

(COOS)

Yeah. One minute.

Helena. lt never ends.

"Helena, juggle, Helena, sell the popcorn, Helena, smile for the punters."

You know your dad keeps this circus running on charm and peanuts.

lt's his dream. Exactly. lt's his thing.

Why should l suffer for it?

You're not.

All of those kids in there, they want to run away and join a circus.

Great. They can have my life. l want to run away and join real life.

Helena, please. No.

Be reasonable. Come on, open the door.

Helena!

Okay! l'm getting dressed.

There is no need to shout at me.

l'm not...

You're going to be the death of me.

l wish l was.

Selfish.

So selfish, Helena.

lf you knew what it takes for your dad and me to keep this circus going...

Like you ever stop telling me.

Real life.

l don't think you could handle real life, Helena.

HELENA: Real life. You couldn't handle real life. Silly cow.

(FlRECRACKERS EXPLODlNG)

(ClRCUS MUSlC PLAYlNG)

Helena Campbell, what have you been saying to your mother?

Nothing. Later.

Right, everybody. Big smiles and...

(CROWD CHEERlNG)

Ladies and gentlemen, boys and girls,

let me hear you put your hands together

for the very lovely Joanne!

(JAZZ MUSlC PLAYlNG)

That's our cue.

Your appreciation, ladies and gentlemen,

for the queen of the Spanish web,

the very beautiful Joanne.

And now, ladies and gentlemen, boys and girls,

from darkest Peru,

Raymondo and Fortuna!

l love you!

Yes?

(WHlSTLlNG)

l realize.

l know l shouldn't let her get under my skin...

(EXCLAlMS)

But she's so very, very good at it.

(WHlSTLlNG)

Well, that's easy for you to say.

Hey , bambino, you want to juggle with the bananas?

Uh-uh. No way. You know what you get if you juggle the bananas.

No. What do you get if you juggle with the bananas?

Gorillas!

Gorillas?

(TEMPO lNCREASlNG)

You say gorillas?

l'm sure you said gorillas.

(KlDS CHEERlNG)

Joanne, you were cutting it a bit fine there, love. You had me worried.

lt's not Mrs. Campbell, Mr. Campbell, it's me.

She's over there.

Mum!

NAN: Something quintessentially French.

l've never been to France, you know.

Your late Uncle Bozzy, he used to say, "What have they got that we haven't got,

"Nan, my love, and how about a nice few days in Frinton?"

Five letters, beginning with a "P."

Poodle, Petal...

MAN: Paris it is, Mrs. Bagwell.

NAN: Paris?

MAN: ...and one set of plates and a Thompson holiday for two in Swansea.

Okay, Mr. Bagwell, your turn.

l went to Monaco once when your auntie Flo was ill,

and your uncle Vernon wanted someone to saw in half.

l told him l don't mind you two staying, but l draw the line at animals.

l'm not feeding them.

lf your lot want to come over here it will be nice to see you,

but l'm just going upstairs to have a cup of coffee with Mrs. Greenberg.

She's got a cafeteria, you know. l have to go.

Was that Dad?

On the phone? Yes, that was your dad.

Now, you watch this with me. lt's educational.

l asked you to let me talk to him, if he called, Nan.

He's not going to be able to keep them happy much longer, you know.

There, you see, that was educational.

Keep who happy?

Don't worry, love, your dad will see to it.

And give my love to your mum.

Yeah, l'd better go, okay, Nan? Yes.

Bye now. Bye-bye, love. Bye.

(GRUNTS)

Hey!

Does it look that bad?

Helena.

lsn't your dad with you? l've got papers for him to sign.

No, he wanted to come, but he couldn't make it. lt's just me.

l know Dr. Witherspoon left him a message.

He's at the bank. He's seeing the manager this afternoon.

Listen, l don't want you tiring her out.

What do you think l'm going to do? Take her dancing?

Hey, Mum.

Helena.

Hello, love.

No Dad today, then?

They'll phone him, l expect.

Here.

How are you feeling?

(COUGHS)

l'd rather be juggling bananas.

Where's your fruit?

Hmm?

l brought you fruit yesterday.

She didn't take it, did she?

Did she?

No.

(CHUCKLlNG)

They've put it away, love. l'm not to eat anything today.

Why not?

lt's just routine, you know.

How's your aunt Nan?

She'll be down on Saturday.

You're not being a bother, are you?

She lost her teeth yesterday.

l said, "lf Mum was here, she'd find them.

"She's amazing at finding things."

She said, "lf your mum can find them, she must be a miracle worker."

They'll be staring her in the face. They always are.

They were in the fridge.

(BOTH CHUCKLlNG)

You're a good girl.

A good girl, love.

You know,

Mum, l didn't mean what l said.

"There was a little girl

"She had a little curl Right in the middle of her forehead

"When she was good, she was very, very good"

Helena.

MORRlS: Look, all l'm saying is that with a little time

we can be back on the road. l think we'll be better than ever.

MAN: lt's been 1 0 days. That's 1 5 shows we've missed.

Why must everything grind to a halt?

(WHlSPERS) Hi, Eric.

Hey, Helena. MORRlS: l can't leave Joanne now.

Can l get through, please.

MAN: lt's for her we're here.

lt's too late in the season for the rest of us.

lf we knew that the circus was going to be back on the road in,

let's say a week,

we could find stuff to tide us over till then.

We are going to Quebec, me and my sisters. We are rats sinking the leaving ship.

Dad, can l have a word, please?

Stean, please.

Oh, l'm sorry.

Look. l'm coming, love. Just hold those thoughts.

ls everything all right?

You were meant to be at the hospital today.

You told them about the bank manager?

Yes, Dad.

They want you to phone Dr. Witherspoon.

Now?

Yes.

(WHlSTLlNG)

Maybe this'll be a blessing for some of us.

l know you always wanted off the road.

Yeah, not like this.

lt's his dream.

Dreams only get you that far, darling.

After that, you need cash.

Your mother's...

They're operating on her tonight.

MORRlS: Hey, bambino.

This is really good.

What's it called?

lt's just a drawing. lt's not called anything.

Okay.

Mum says you should have taken the circus on to Scotland.

MORRlS: She's not the only one.

What do you think?

(HELENA SNlFFLES)

l don't know, Dad.

You know, everyone at the hospital knew Mum's operation was tonight,

and nobody told me.

They didn't want to worry you.

Should l be worried?

No, she's going to be okay.

Really, you said before she will be

having the operation, and then she'll be up and about again.

lt depends on what they find tonight.

What do you mean, what they find?

See? Now you are worried. That's why...

l wasn't worried until you told me not to worry.

Anyway, you're worried. You only do that when you're worried.

l wanted to go and see her tomorrow. Can l still do that?

We'll see.

l still haven't said sorry.

Not really sorry, not so she believes me.

(SOBBlNG)

l shouldn't have shouted at her. lt's all my fault.

Hey, now don't say that. lt's not your fault, don't be silly.

lt's not anybody's fault.

These things happen.

lt's just life.

HELENA: lt's just stupid.

lt's freezing.

Come on. Let's go back down.

Come on, you're going to catch your death.

You need to wear Dad's coat. What about that? lt's a treat.

You look like a real artist. Come on.

(DOOR CLOSlNG)

(THUNDER RUMBLlNG)

NAN: Penny for your thoughts, love.

Nothing to think.

Good night, Nan. Good night, lovey.

MAN OVER TV: Well, good luck anyways.

Sweet dreams.

(THUNDER RUMBLlNG)

(ClRCUS MUSlC PLAYlNG)

(LAUGHlNG)

(MUSlC PLAYlNG AT A DlSTANCE)

Dad?

(MUSlC CONTlNUES PLAYlNG)

MAN 1: l'm only going to take 10% off.

MAN 2: l'm the manager.

MAN 1: Okay. Fair enough.

Eric?

Quiet, please!

We must have perfect silence while we rehearse.

Eric, is thatyou?

Can we also not distract our accompanist, ifwe don't mind?

Some of us are rehearsing here.

Eric, what are you doing here?

Catch the last ball, and we stop. And we turn and we bow

and we say, "Can we have a brave volunteer," blah, blah, blah...

Hey, you. You can be the brave volunteer.

What?

What's your name?

Helena.

What's wrong with yourface?

My face? Whatever.

And it's music maestro, please.

l know lots of songs. But they all sound a bit the same.

Okay, come on, wejust need some creepy, dangerous kind of music. Go.

l know you or someone like you.

Come on, maestro, this is our big finish.

(EXCLAlMS)

No, don't touch him.

Come on quickly. Let me try.

What are you doing? Come on!

Whatwas that thing?

One ofthe many things to avoid in life.

Like, losing a comrade and a lifelong companion and a soul mate

while attempting to rescue little girls.

What the hell have you got on yourfeet?

HELENA: What?

ls that some sort of sickjoke?

Treading on little rabbity-type animals with every step,

that'sjust nasty.

They're not real.

l'm sorry about yourfriends.

l thought the violinistwas Eric.

He's a friend of mine.

But itwasn't.

l don't really knowwhere l am.

You're in one of the otherthings to avoid in life.

What, ajunk room?

No, trouble.

(GRUNT)

VALENTlNE: There!

(GRUNTlNG)

VALENTlNE: Don't irritate it!

HELENA: What is it? VALENTlNE: Just a sphinx.

Throw it a book. What?

Throw it a book, it likes books.

Okay.

Finders Keepersby Joe Grey,

A Short History of Future Fruit by Douglas Prawnhead.

Anything, it's not going to read it!

Right. Not a disaster. Okay.

Think. Okay, grab a couple of really big books!

Okay.

Throw it on the floor.

Butwhy? l like books.

Please, come on.

No, useless.

lt's really got to feel like it's being rejected.

Horrible, offensive, badly constructed book.

Right.

Nasty, poorly paced book

with a soppy ending that l didn't believe in for one minute!

HELENA: How does this work?

VALENTlNE: So long as they think you don't like them,

they migrate back to the city library and we get a free ride out ofthis hole.

l think...

Yes, l think we may have found her.

VALENTlNE: What did you say your name was?

Helena.

lt's a bit drab, isn't it? You know, you should think about changing that.

Go for something with a bit of dignity and style

mixed with a bit of romance.

Something like Valentine.

Why? What's your name?

Valentine.

(SCOFFS)

We were going to leave the city today for good as soon as we'd rehearsed.

HELENA: l'm so sorry.

Musicians, you know.

l can find another fiddle player. They're a dime a dozen.

lt's Bing.

You can't replace ajuggler. No one around here can juggle.

l can. Of course you can. Yeah.

Where am l going to find someone who can juggle like that?

l already said...

Hopeless. lt's a complete disaster.

Poor old Bing.

He was one in a million. He was me best mate.

l'll never everforget him.

Well, onward and upward!

Had you known him long? Who?

You can juggle. l said l could.

Well.

You don't have a mask. And you're very dull.

Butyou're certainly betterthan nothing, now thatwhat's-his-name...

Does everyone here have a mask?

Of course.

How do you know ifyou're happy or sad without a mask?

Or angry? Or ready for dessert?

l've got a face.

So let's get out oftown.

Follow the rest ofthese oddments.

Where are they all going?

VALENTlNE: l have no idea.

Excuse me. Yes?

Sorry, where are you all going?

We're leaving the city. Heading forthe hills. lt's not safe here any longer.

Shadows completely ate my house yesterday.

lsn't anyone going to do anything about it?

Since the queen fell asleep, there's not a lot they can do.

They're looking forthe charm, to sort it all out, butwe're off out of it.

Overthe hills and far away, Bernard.

This is bizarre.

So these shadows, where do they come from?

The Dark Lands. Overthe border, overthere.

You know, this used to be a nice city,

plenty of opportunities to do a deal here and a little deal there.

l mean, you wouldn't think it to look at me, but l'm a very important man.

l've got a tower.

There she is, Sergeant.

lfyou don't mind, could we have a little word with you?

Careful, Constable. She's dangerous all right.

Look at that changeable expression.

l'm not dangerous.

Dangerous. Not dangerous. Same thing.

Am l under arrest?

Not exactly, miss. Or should l say, "Princess"?

HELENA: This is ridiculous.

We'rejust making sure you get safely to the palace.

But l don'twant to go to the palace.

And l'm not a princess.

Excuse me, officers.

This young lady happens to be my business partner,

juggling associate and my close personal friend.

VALENTlNE: l think there's been some mistake.

Wait!

lt's me.

l'm asleep.

This isjust a dream. lt's not real.

Next.

Right,

and you reckon that's the charm?

Yes.

l have to say, to me, it looks rather like half a brick.

Not really.

Well, a bit.

lt is half a brick, isn't it?

Um...

Good try. Thanks for coming.

Next.

The charm.

No, that's actually a chicken.

The charm!

This must be quite painful foryou, but really it is a chicken.

l keep trying to tell him. Hejust doesn't listen.

Excuse me, Prime Minister. We caught the Princess.

Goodness gracious, you caught her, well, that's splendid.

Look at that face. Gives you the willies!

Well, young lady.

l suggestyou give back whatyou've stolen,

orwe shall have to stake you out forthe shadows.

l haven't stolen anything. l only got herejust now.

This is all just a stupid dream!

(LAUGHlNG)

Lying won't help you.

Nowwhat have you done with the charm?

Yes, you look like her,

butyou're not her, are you?

(SlGHS)

She said she was a princess.

Are you a princess?

l'm not anyone.

l'm just me.

l'm Helena Campbell.

Well, then explain yourself. What are you doing here? Why have you come to our city?

Shall we lock her up foryou? Extort a confession?

Deny her ice cream?

For heaven's sake, look at her.

Listen to her. She's not her.

l mean, she's not her.

(SlGHS)

l wonder.

Who am l meant to be?

Follow me.

Take over, Spiny. You're in charge.

(WHlMPERlNG)

HELENA: ls she dead?

No, she's asleep.

This was herfavorite room. She could see the sun from here.

We used to have a marvelous sun,

shone like anything, all overthe place.

Once we had days, nights, with suns and moons and all those little twinkly things.

The citywas filled with joy. We would entertain each other with our astonishing skills.

"Excuse me, sir, are you in show business?"

"No, l'm not." "Then kindly getyour feet offthe stage."

Those days are gone.

HELENA: Butwhat happened?

The balance was broken.

(TRUMPETlNG)

This is the City of Light.

Across the border is the Land of Shadows.

We had our queen, just as they had theirs.

Then one day, a girl like you came to our city from the darkness.

She told us she was a princess.

Our queen took her in, we had a party.

The next day, the princess had vanished,

and without the charm, we couldn'twake the queen.

Dangerous shadows and black birds and terrible things came out ofthe darkness.

You keep talking about a charm.

What kind of a charm?

lt's a gateway.

The scales on which the whole world balances.

What does it look like?

l don't know.

Right.

How big is it? l don't know.

What kind of places could it be in?

l don't know.

What do you know?

l think l'd know it if l saw it. Would you?

l don't know.

What if l have seen and l didn't know it? What if itwas the chicken?

No, l don't think itwas the chicken.

Helena? Mum?

l wish there was something l could do to help.

This is my dream.

l'll find it foryou. l'll wake her up.

That's very kind ofyou, young lady, it really is. But it's too late.

Soon, the citywill fall completely into shadow.

This palace and the Queen will be gone.

Just let me try.

ltwould be like looking for a needle...

No, not a needle, something smallerthan a needle, in a haystack,

when you don't even know ifyou're in the right field.

l mean, as propositions go, l have to say,

it's completely, utterly, unarguably, quintessentially hopeless.

Look!

What does it mean?

lt means that it's maybe not quintessentially hopeless.

VALENTlNE: So did he mention a reward?

HELENA: The reward is we wake the Queen and save the world.

VALENTlNE: No, reward: money, jewels.

You can't come into these quest things withoutyour manager present.

HELENA: You're not my manager.

VALENTlNE: We'll sort out the contractual stuff after.

Where are we going, again?

We need to find where the charm might be.

Where do you go for information?

VALENTlNE: The library. Of course.

lt's full of books and... Predominantly books.

Excuse me.

Shh.

Excuse me, we're looking for ""A really useful book.""

lnformation, paperbacks.

Top floor, you'll need a net.

That princess that theywere talking about.

Did you ever meet her?

To be honest, all you people look alike to me.

With no properfaces, you could be anybody.

Hang on! l've got a properface. Can you do this?

(GlGGLES)

That's disgusting.

Valentine, l had no idea books had such different personalities.

(CLEARlNG THROAT)

ln the beginning, she found herself in a new and empty space.

And all was white

and the corners were a bit flaky, and the carpetwas a bit manky,

but itwas a good space.

And she sat in the center and saw a clean white sheet of void.

She held the charm to herface.

And reflected in the charm was a city of lost horizons and tall and towering stories.

And just as it had been reflected in the charm, so it appeared in the void.

And when there was no more room,

she turned it over and continued on the other side.

So the void was filled from cornerto corner on both sides.

A city offront and back.

A city of light and shadow.

Then she rested on her bed and dreamed of her creation

and the lives that inhabited it.

And in the days that followed

there were other voids and other lights and other shadows.

The charm, she placed beneath the sign ofthe queen

to show the city that she knew itwould never be finished,

because the citywas her life and her dream

and itwould live forever.

Thank you, l think. l'm not quite sure l understood it all.

Yeah, well, who does? l certainly don't.

Hello. l think you've made a friend.

'"A really useful book.""

"Rememberwhat your mother said."

"Why don'tyou look out the window?"

VALENTlNE: Really useful? Utter piffle. Sounds perfectly useless to me.

HELENA: "Placed it beneath the sign ofthe queen."

VALENTlNE: lt's all rubbish, isn't it? Doesn't mean anything.

The Queen's sign.

The Queen's sign is the sun. ltwas all over her bedroom.

And look, at the end ofthat little street, that's where we need to go.

You really are a useful book, aren'tyou?

You'd bettertake the book with you.

lfyou leave it behind, itwill just depress the rest ofthem.

Before you know it, they'll start molting. Pages everywhere.

That's really kind ofyou. Thank you.

Oh, sure.

Stop it.

VALENTlNE: So we find this thing quickly, save the world,

they give us the contents ofthe treasury,

and we can be out ofthe city by tomorrow.

You stick with me, kiddo. You'll have a tower all ofyour own.

Almost as nice is mine. That'sjust for starters.

Forgetjuggling. We'll do what rich people do.

We'll bathe in

fish.

Eat our own weight in chocolate buttons.

Learn to play the concertina.

HELENA: l definitely don't need a manager.

Actually, l'm not sure l even need you.

VALENTlNE: Now, do you think l'd look good in a crown?

l've always thought l was more of a hat person myself.

HELENA: l knew there was something familiar about the houses here.

They all look like things l drew.

What are we looking for, again?

How do we know when we've found it?

Shh!

l wonder...

HELENA: Now that's odd. l should be in there, shouldn't l, if l'm asleep?

You're asleep?

Well, yes.

l think we've rather definitely established that, Valentine.

This is all just a dream. But look at it.

l can't see anything. lt'sjust a window.

lt's my bedroom!

lt's not. lt's somebody'sjunk room.

HELENA: You don't see my bedroom in there?

Look. My bed, mywardrobe, my moon mask,

my little cuddly sea anemone.

Whetherthis is a dream or not,

we're definitely heading the rightway.

VALENTlNE: Well, this is where l stop.

HELENA: What?

"Giants orbiting"?

Sounds a bit iffy, doesn't it? Good luck.

l'll be here when you come back. lfyou come back.

Right.

Look at that.

Halt! You shall not pass.

l bet l shall.

Riddle. Riddle?

Answer my riddle, and only then you can pass.

Fail, and l devouryou, bones and all!

"Whatwalks on four legs in the morning, two legs in the afternoon

"and three legs in the evening?"

William. He's a performing dog.

No. The answer is "man!"

No. l think you'll find it's William.

l saw him. He was on four legs in the morning, two legs in the afternoon show

and limping on three in the evening because he hurt his paw.

He can skateboard, too.

My go. Okay.

"What's green,

"hangs on the wall and whistles?"

Um.

Do you give in?

No. Let me think about it.

Okay. You just have a really good think

and l will be back in a bit.

Oh, no.

You shall not pass!

Right. Riddle.

lfyou've got it, you want to share it.

lfyou share it, you haven't got it.

Look, l haven't got all day! Will you give in?

All right. What is it?

lt's a secret. Well, what is it?

lt's a secret!

Please, just tell me.

Look, an idiot!

Where?

This must be the place.

VALENTlNE: Hold up! Big change of plans!

HELENA: Yeah, you weren't coming. Remember?

Look, l think these people might be able to help us.

Possibly, but it won't be a quick,

"hullo-how's-your-father" job with those giants, no.

They aren't succinct, like me. No.

You've got to come in low, share an observation about life,

a bit of banter about erosion or grit,

open them up a bit, and then you're in.

The charges are laid, the fuse is lit,

the conversational excavation underway.

And l'm talking to myself again.

Hello, we are looking for a charm

to wake the White Queen. Can you help us?

Many...

HELENA: Many, yes.

...have asked...

Many have asked...

...where...

Many have asked where the charm is, yes?

...the... Charm is?

...charm...

ls?

...is.

We have to get out of here.

Not now. We're onto something.

Butwe...

VALENTlNE: Know?

Sadly.

Not sadly, happy. l knowwhere it is and l'll tell you quickly.

Solemnly.

No adjectives, please.

We guard the...

Charm?

...box.

Look, up there, a little silvery box.

Shadows come.

VALENTlNE: Thatwas what l was trying to tell you!

lf she doesn't get to the end ofthis sentence soon, we are dead.

ls the charm in your box?

For...

No, not "for," justyes or no.

...the Queen.

"We guard the box forthe Queen." We're here forthe Queen.

She'll be asleep forever unless we can find the charm for her!

HELENA: We don't even knowwhat it is!

VALENTlNE: Come on, time's up, we've got to run.

lt's polite conversation or death.

You have to believe us!

VALENTlNE: They're not listening.

l'm not even sure ifthey have ears.

The charm is

the MirrorMask.

Now! Throw it now.

Can't reach.

l can't reach it.

Get...

The box?

...higher.

Poorthings.

(VALENTlNE SlGHS)

Well, let's see the charm.

l don't think that's what it is.

He said the charm was a MirrorMask.

A key.

lt's a start.

Absolutely. Yeah.

Wejust have to try the key in every single lock we pass.

When we find the one that key opens,

we'll know that 10,000 years have passed.

Come on. Think positive. Think oftreasure and all that stuffyou like.

You shall not pass.

Unless you tell me the answerto the riddle you asked me before.

Riddle?

What's green, hangs on a wall and whistles, remember?

Right. Yes. So you give up, then?

Kind of. Not really.

l'm sure l'll know it when you tell me what it is.

lt's a herring.

But a herring isn't green!

You can paint it green.

A herring doesn't hang on a wall!

You can nail it to a wall.

But a herring doesn'twhistle!

Come on. l just put that in to stop it from being too obvious.

VALENTlNE: The answerto my one is still "a secret."

HELENA: So we have a key. Just nothing to put it in.

"Get higher." What did she mean by that?

Think!

lt'sjust the interminable ravings of an unsound and enormous mind, l expect.

Very big. Not very bright.

MirrorMask.

What kind of a thing is a MirrorMask?

Well. lt's a...

(STUTTERlNG)

You know, it's the...

l've got it! Well, tell me.

Yes. We should ask an expert.

Yeah. Like who?

Like whoever owns that place.

(GRAMOPHONE PLAYlNG)

(DOOR SLAMS SHUT)

Can l help you, dears?

l saw the sign on the door.

We're looking for a mask. We wondered ifyou could help us.

Come in, dear, both ofyou. l wasjust about to have tea.

Do you like cakes?

You young people, it's all tea and muffins

and excitement in yourworld, l expect.

(GROWLS)

WOMAN: Just sit anywhere. l'll go and get the tea.

WOMAN: ls Ginger sitting on the chair again?

Just push him off, the daft thing.

lt's fine. l'll stand.

Oh, no, he's all right. He won't bite you.

Shoo!

Just a big old silly.

How many do you have?

l don't really have them, dear.

But there must be about 30 right now. Let's see,

Snowdrop, Stripes, Fluffy,

and Ginger, there's Spot, Whiskers...

l don't think so, dear.

What do we do before we eat? We wash our hands, young lady.

Hygiene.

Go on.

lt's down there.

(MUFFLED SCREAMlNG)

(GASPS)

WOMAN: The MirrorMask.

He used to talk about it, of course.

My husband, the late Mr. Bagwell.

Fluffy, don't do that!

Mr. Bagwell used to say that

the MirrorMask concentrated your desires,

yourwishes.

lt gave you whatyou needed.

l remember l said to him, "Mr. Bagwell, how can a mask knowwhatyou need?"

And he said,

"Cynthia, remember, l don't knowwhat l'm talking about."

Excuse me. l wasjust wondering ifyou had any more ofthose amazing cakes?

l'll go and see, dear.

Thanks.

Why did you have to interrupt her?

Because she's barking mad.

What does it say?

"Don't let them see you're afraid."

Don't letwho see?

WOMAN: You're not going already, are you, dear?

You know, l could freshen up the spare room

and your jester could sleep in the attic.

l'm not ajester.

l'm a very important man. l've got a tower.

That's nice, dear.

l'm afraid we are really busy. But thank you.

Here are some cakes forthe road.

You never knowwhen you might need them.

And, dear, don't let them see you're afraid.

VALENTlNE: Absolutely mad as pilchards.

HELENA: Why do you keep saying you've got a tower?

Because l have.

HELENA: Where is it?

Well... Do you live in it?

How big is it?

Huge, enormous.

Hundreds of rooms. Stairs. Doorknobs. A scullery.

Possibly more than one scullery, actually.

Right, and

l can't see it, because...

We're not talking.

HELENA: What?

We aren't talking.

(HELENA GlGGLES)

The tower and l had

a minor disagreement, and it leftwithout me.

l said something stupid, and itjust flew off without me.

Why don'tyou find it and say you're sorry?

(VALENTlNE LAUGHS)

Valentines never apologize.

Stupid building.

Buildings never leave withoutyou where l come from.

(PURRlNG)

Hungry.

ls this a riddle thing?

Hungry.

Still hungry.

l've got a plan. Leave this completely to me.

Hello, puss.

l'm out of riddles, but how about a "knock-knock" joke?

l know the best one in the world.

The best? Absolutely.

You start.

Knock-knock. Who's there?

(SOFTLY) Keep walking.

HELENA: Nowwhat do we do?

Thatwas as far as my plan went.

(HlSSlNG)

What does it say?

"My pages taste excellent,

"but are stickierthan toffee and very hard to chew."

What an appalling book.

That's the most useless thing it's told us so far.

lt's not. lt's a brave thing to say.

This nonsense has gone on quite long enough.

She needs to grow up and come home.

Well, what are you waiting for? Go and get her!

lf l tell you something weird, will you think l'm crazy?

Yes. l expect so.

Because when l look through windows, not all ofthem,

l see someone who isn't me.

How odd. l do the same thing. Me. Window. Look through it.

Not me. The ones l see myself in are called

"mirrors."

But she looks like me.

But she isn't me.

She's arguing with my dad.

"Get higher." What?

The giant statue said, "Get higher."

Do you see anything higherthan that place?

Long way up.

Look.

VALENTlNE: There's nothing here, you know.

This place is waiting to collapse into a heap of rubble.

lt can't be safe.

You're such a coward. lt's perfectly...

(HELENA SCREAMS)

(THUDS)

Coward?

l preferto think of myself as prudent, cautious.

And unlike some people l could name, still up here.

Hello!

l'm not coming down there afteryou. lt's not safe.

No, l'm not hurt, thanks for asking.

Hello.

Hi!

My name's Helena.

(ALL MUTTERlNG)

Malcolm.

Bob.

Hi, Bob. All the Bobs.

Malcolm.

Bobs.

l'm looking for something. The charm.

lt's like a mask.

Face? Yes.

A face.

You're having a party down there or something?

Valentine, you should come down, l've made some friends.

Nicely.

(HELENA CHUCKLES)

HELENA: Are you okay?

See, look, l'm looking for a MirrorMask.

Look.

See, l already have the key.

Mask? Yes.

ls it here?

(ALL CLAMORlNG)

How regrettable.

(HELENA SCREAMlNG)

Help!

l can go. l'm not supposed to be here at all.

Get higher!

(WHOOPS)

Did you see that?

l want to go overthere, towards the border.

Thank you, Bobs, Malcolm.

MALCOLM: Nicely.

So what are we doing here?

We're going to get the MirrorMask. l knowwhere it is.

lt's halfway between the night lands and the day lands. lt's on the border.

l knew l could help. l hate being so helpless.

Valentine, look.

We call them windows. They aren't unusual.

Stop that! He's horrible.

You're horrible!

Hey, calm down.

There's nothing there.

VALENTlNE: So what are we meant to be seeing?

ls this like the windows thingy again?

HELENA: l know it's here. ltwas so obvious when l saw it.

VALENTlNE: We often confuse whatwe wish forwith what is.

These are the dreamlands on the borders.

lt's all wishes, hopes

and memories.

lt's all so familiar.

l know all this.

JOANNE: Helena?

Mum?

JOANNE: Honestly.

Mum? What have you lost now?

l'm looking for a MirrorMask,

but l don't know what it is,

or how big it is,

orwhy it's missing, or anything, really.

JOANNE: Well, where did you last see it?

l don't think l ever have.

Who had it last?

l suppose you did.

No, she did.

Or maybe itwas that princess theywere talking about.

l don't know.

l was sure itwas here.

You give up so easily.

HELENA: l'm never going to find it.

JOANNE: Never put offtill tomorrowwhatyou can put off until the day after.

l want to come home now.

l wantyou to be okay, Mum.

l'm scared, Mum.

l'm scared, too, love.

That's why l'm having this dream.

JOANNE: Do you think they've started to operate yet?

Maybe everybody gets dreams like this

when they start poking around in your head.

lt's notyour dream, Mum. lt's mine.

(JOANNE CHUCKLES)

That's the kind ofthing people say in dreams.

JOANNE: Hello.

Did l dream you a boyfriend?

No, you did not! He's not... He'sjust a...

(CHUCKLES)

l'm sorry l brought it up.

Now, you're looking for something, you know it's here,

you can't find it, so look again.

l'll bet it'sjust like your aunt Nan's teeth.

lt's probably staring you right in the face.

Mum.

(WATER SPLASHlNG)

l'm sure it's here.

l'm just not looking hard enough.

lt's not her dream. lt's my dream.

And if itwere me,

l'd put a little building out there in the middle.

A small building,

butjust the right size. lt's obvious.

And there'd be a small bridge going across to it.

Just like that one. l don't knowwhy l didn't see it before.

You aren't my boyfriend, you know, even ifthis is my mum's dream.

Well, one ofthem must fit.

(RUMBLlNG)

HELENA: My arm!

You're hurt. Stay here. Don't move.

What aboutyou?

l'm a panther.

l shall slip unnoticed through the darkness,

like a dark, unnoticeable, slippy thing.

Valentine.

l knowwe haven't always got on, but

l'm really grateful for all your help. l couldn't have done any ofthis withoutyou.

l do my best.

Come back soon.

Dad?

(MUFFLED SCREAMlNG)

Dad. That's not me.

Dad. l'm here. Dad!

(GASPS)

HELENA: Help!

Help me!

l don't knowwhat time you call this.

l've been worried sick aboutyou.

l justwant to hear a little,

"Sorry for putting you to all this trouble."

Would it be too much to ask for an apology?

Me?

You're the one causing all the damage.

(CHUCKLES)

Don't be ridiculous.

Who do you think is destroying this world?

You are. l've seen the black shadows.

Whatwould any worried mother do?

l wasjust trying to bring us back together.

That's why you put up the "wanted" posters?

People do it for lost pets

and a daughter is a lot more important than a pet.

l'm notyour daughter.

Hmm.

You'll do.

We can fix your hair.

Those clothes will have to go.

l'll get the servants to burn them.

l don't knowwhat you're trying to pull,

but there are people who knowwhere l am.

Valentine will rescue me.

Valentine.

l'd nearly forgotten about him.

Valentine?

Well, we were already here, and she'd put up the posters. Reward paid. Nothing personal.

lt'sjust supply and demand.

You pathetic creep.

Rocks and logs can bite like dogs, butwords will never hurt me.

You useless cake-hogging coward!

l did not hog that cake!

l'm sorry, Mr. Valentine,

but l shall have to hurry you along.

l need to spend some serious

"quality" time with my little girl.

Right.

Thank you for popping by.

l believe somebody said something aboutjewels.

As many as l can carry?

lfyou must.

Right, so, no hard feelings then, yeah?

Just go.

l'm on myway out. Offto get the... Nothing more to say.

Throw him out.

Yeah, right.

The princess will be going to her chambers.

Please. Just let me go.

Darling. You know whatyou need?

l need to find the charm.

l need to wake the White Queen. l need...

You need a pretty frock.

And a happy smile.

A smile?

With a smile on yourface, everything will seem brighter, because

from now on we are...

What?

l don't know. Tell her!

Not at home to Mr. Grumpy, Your Majesty.

QUEEN OF SHADOWS: Exactly.

(CLOCKS TlCKlNG)

Presenting the MirrorMask.

HELENA: "Dearest Mama,

""as by now you may have realized, l have found the MirrorMask.

'"l will use it to go away. There are other places.

"l'll find one with another girl in it like me.

"A life l can take."

Stupid.

(HELENA OHUOKLES)

"'Of course,

"if l use the MirrorMask, it may upset things a bit.

""But you can"t run away from home without destroying somebody"s world.""

Have some more ice cream, Princess.

No, thank you, dearest Mama. l believe l have had sufficient.

Well, your manners are much improved, anyway.

(TABLE RATTLlNG)

What's that?

l have no idea.

Go on.

Be my eyes.

Find outwhat's happening.

You knowwhat's happening.

She's going to destroy everything, your real daughter.

When she left, she threw this whole world out of balance, and now

it's falling apart.

You will not talk to me like that!

Dear Mama, sorry, Mama.

Can l have some more ice cream now, please?

l suppose that "oops" and "l promise not to do it again" isn't actually going to

cut the mustard.

Helena, if l was to say...

lf l was to say...

lf l was to say something apologetic,

itwould reflect my feelings in this matter accurately.

And you were right, you know,

and l was not as right as you were.

About everything.

The windows.

The world ending.

And you probably hate me. l mean, l'd hate me, too.

Look,

whatever she's done to you,

l know you're still in there.

(SlGHS)

Oh, well! Onwards and upwards.

Butterfingers.

HELENA: Well, if l was that princess and l wanted to hide something,

l'd hide it in my bedroom.

VALENTlNE: We've looked all over. lt's not here.

HELENA: Well, that's what l'd do.

VALENTlNE: What are you saying?

Something destroyed the Pit of Despair.

The Swamp of Doom simply isn't there anymore.

ltwas a lovely swamp. You can't get them like that these days.

QUEEN OF SHADOWS: l'm afraid somebody is actually doing this.

Who?

Somebodywho hates me.

Nobody hates you, Majesty. We love you.

(CHUCKLES)

(WHlSPERS) Crawler.

But he has a point.

l must call a council.

(GONG RlNGS)

lt's all falling apart.

lt's all herfault, that girl.

Let me see her note again.

(SlGHS)

She says she found the MirrorMask.

That's probably how she got out of here.

HELENA: We looked everywhere.

We looked all overthe place.

We could keep looking until the end ofthe world.

(BANGlNG ON DOOR)

Message from Her Majesty.

Affairs of state, means she's very busy and you'll be eating in your room tonight.

Mama is too kind.

Right.

Well, bon appetit.

Please thank Her Majesty for me.

(DOOR CLOSlNG)

Food!

We've missed so many opportunities.

We don't even have the Really useful book.

There'sjust one page left.

What if it's the wrong page?

"Rememberwhatyour mothertold you."

Mine always said, "lt's a dog-eat-dog world, Son,

"you get them before they getyou.

"Eatyour greens.

"Please don't do that. Don't embarrass me in front ofthe neighbors.

"ltwill be best for everyone ifyou leave home and don't ever come back."

She wasn't actually my mum, either.

She bought me from a man.

HELENA: l miss my mum.

She'd always have good advice.

Like, when you lose something, she'd say, "Don'tyou give up.

"Most ofthe time, it'sjust staring you right in the face."

Are you thinking what l'm thinking?

Absolutely! lfwe just put little wheels

on the bottoms of our shoes, we could just roll around.

No, silly. Where's the best place to hide a mirror?

We need to find a window.

Before or after dinner?

Oh, Valentine!

VALENTlNE: Faster. Keep on, hurry.

Princess!

Not again.

VALENTlNE: Keep going. Faster. Keep going. Yes. Faster!

Run. Keep going. Faster. Don't let anything distract you.

Food!

Butwe have to keep going. There isn't enough time!

You're absolutely right.

All right.

ls he very holy, my love?

Holy? No.

l don't think so.

The holy people. They eat the future fruit

and then they bring back words ofwisdom.

Sometimes theywrite whole books. lt's wonderful.

Takes one fruit 300 years to grow, my petal.

Not bad. Ratheryummy, actually.

Why do they call it a future fruit?

Because that's where you go when you eat it, my love.

Valentine, give me the MirrorMask.

For heaven's sake.

There's only one way out, and l'm taking it. Goodbye.

MAN: Bring beer.

That's not my future.

No! l don'twant to be a waiter!

MAN: l think a retaliatory strike against the White City

is really the only way to go on this.

You are talking through your hat!

With respect, Majesty,

l think this entire end-of-the-world scenario is grossly over-exaggerated.

We are wildly overreacting to a minor...

Minor? You try living in a swamp that isn't there anymore, mate.

You come and tell me that that's minor.

Look. All l'm saying is, is there a place for total world destruction,

vis-a-vis a scenario, which is simply not...

(HUSHlNG)

What?

lt's the Princess.

What about the Princess?

You rememberwhatyou said the first time that she ran away?

The first time?

VALENTlNE: This MirrorMask, there must be a way to use it to get us out of here.

HELENA: l need to find a window. lf l can see her, l bet l can get to her.

VALENTlNE: There won't be anywindows in the forest.

HELENA: l have to see what she's doing.

VALENTlNE: We know that. Whether she means to or not, she's destroying the world.

HELENA: Yeah, and eating chips, snogging boys, smoking and everything!

Why do people wear these stupid dresses?

l should have known you'd have something to do with this, Valentine.

Well...

You listen to me. Your daughter is going to destroy everything.

l need to find a window and get back there.

Please, let us go.

You are my daughter.

Butyou know that's not true.

l am a reasonable woman.

You come back with me.

l'll execute Valentine humanely.

And we'll say no more about it.

She's not a pet.

She's not even a child anymore.

You have to let her grow up.

You mean, let her choose her own food,

her own clothes, make her own decisions.

Love her, don't try to possess her.

Yes.

That's exactlywhat l mean.

Absolutely out ofthe question.

l don't need this, you know. l'm a very important man.

lfwe can't get away from her, you're a very dead man.

That thing thatyou have that makes light. Where is it?

And the mask. Give me the MirrorMask.

For God's sake. l knowwhat l'm doing!

lt should have been here by now. Thatwas always our signal.

l thoughtyou said you had an argument.

More of a difference of opinion. l was completely in the right.

Sometimes you just have to say sorry.

No. l'll never say that.

All right. l'll say it!

l'm sorry!

You have a real tower.

Well, you know, l am a very important man.

(PANTlNG)

Look.

HELENA: There's only one way out. The windows.

The ones l drew. They're doors between ourworld and herworld,

and she's destroying them.

Valentine! Give me the MirrorMask. For heaven's sake!

VALENTlNE: What's happening?

HELENA: There's no more windows left. lt's over.

She won.

l'm not going back.

(LAUGHlNG)

No. l'm not going back!

This is myworld.

No! l like it here.

l justwant a real life.

Real life? You couldn't handle real life.

Helena.

Dad? Hello.

lt's gone.

lt's a funny place to go to sleep, love.

l wasn't asleep.

Mum! ls she...

There's no news yet. We've got to keep ourfingers crossed.

Look atyou. ln your pj's.

Come on, you're going to be freezing. Come on, here.

Put this on.

There we go. Okay?

(PHONE RlNGlNG)

lt's in my pocket.

Hello.

Yeah.

He's here. l'll put him on.

lt's foryou. lt's the hospital.

Hello.

Yes.

Thank you

fortelling me.

Yeah.

l'll make the arrangements.

(SOFTLY) Please.

What did they say? Dad?

She's fine, she's going to be fine.

They got it all.

(HELENA SOBBlNG)

Let's go in and get ready.

We are going to be fine.

(CARNlVAL MUSlC PLAYlNG)

Actually, l've always fancied joining a circus.

All right. You need to be over 18, pass the audition, and mad.

Thanks.

l'm sorry.

That's okay.

l was talking to the woman in the window.

My mother.

l was talking to the lovely lady in the window.

You know, l always wanted to work in the circus.

Good. You'd have made a lousywaiter.

(BOTH LAUGHlNG)

Yeah.