1 00:02:25,270 --> 00:02:28,355 "Siegfried dealt the king a mortal blow. 2 00:02:31,568 --> 00:02:33,944 "The sword drew blood from the wounds... 3 00:02:34,112 --> 00:02:35,988 "... and King Lindegast was sad at heart. 4 00:02:36,156 --> 00:02:39,032 "He begged Siegfried to let him live and offered him his lance. " 5 00:03:03,141 --> 00:03:05,225 Oh, no. 6 00:03:15,987 --> 00:03:17,362 Bastian? 7 00:03:22,994 --> 00:03:25,329 God. 8 00:03:28,541 --> 00:03:30,459 - Bastian. - Heh. 9 00:03:30,627 --> 00:03:32,211 Hi, Dad. 10 00:03:40,303 --> 00:03:41,970 Out of the pool, kids. 11 00:03:42,639 --> 00:03:44,598 Stop horsing around. 12 00:03:53,983 --> 00:03:55,817 Okay, everybody, line up. 13 00:03:57,237 --> 00:04:00,072 - Who wants to make the team? - Me! 14 00:04:00,240 --> 00:04:02,824 Good. Let's see who's got what it takes. 15 00:04:03,493 --> 00:04:06,703 We're gonna start with the high board. 16 00:04:11,751 --> 00:04:16,630 Billy, go. Susie, John, Erica. 17 00:04:17,674 --> 00:04:19,091 Bastian... 18 00:04:19,509 --> 00:04:21,093 ...you're next. 19 00:04:21,552 --> 00:04:22,803 Come on, go. 20 00:05:07,807 --> 00:05:10,642 Bastian, go for it. 21 00:05:10,810 --> 00:05:12,894 Now, come on, you can do it! 22 00:05:16,232 --> 00:05:17,482 What's the matter? 23 00:05:20,695 --> 00:05:21,945 I got a cramp. 24 00:05:24,365 --> 00:05:25,782 High wimp-factor, Bastian. 25 00:05:29,537 --> 00:05:31,163 Sorry, coach. 26 00:05:42,258 --> 00:05:43,800 So how'd it go? 27 00:05:45,178 --> 00:05:46,887 You make the swim team? 28 00:05:50,933 --> 00:05:52,184 No. 29 00:05:54,103 --> 00:05:55,354 What happened? 30 00:05:58,191 --> 00:05:59,691 I didn't jump. 31 00:06:02,111 --> 00:06:03,362 Why not? 32 00:06:07,658 --> 00:06:09,034 I guess I,... 33 00:06:09,202 --> 00:06:10,911 - ... had a cramp. - Had a cramp. 34 00:06:19,253 --> 00:06:20,545 You going out tonight? 35 00:06:20,713 --> 00:06:23,590 Yeah. Technical Sales staff seminar. Listen... 36 00:06:23,758 --> 00:06:26,385 Is Ms. Station Wagon gonna pick you up again? 37 00:06:27,220 --> 00:06:29,137 Why do you say that? 38 00:06:31,349 --> 00:06:32,599 The tie. 39 00:06:33,017 --> 00:06:36,061 Oh. Heh. Yeah. Ahem. 40 00:06:36,229 --> 00:06:40,315 Well, dressing is common courtesy, Bastian. I mean, I... 41 00:06:40,483 --> 00:06:43,902 Something you ought to learn. Look at that old rag you're wearing. 42 00:06:45,196 --> 00:06:47,739 - I like it. - Well, I don't. 43 00:06:51,828 --> 00:06:53,453 Mom made it. 44 00:06:57,959 --> 00:07:00,085 You don't remember, do you? 45 00:07:11,389 --> 00:07:12,722 I gotta go. 46 00:09:07,255 --> 00:09:10,799 - Mr. Koreander? - Ah, Bastian. 47 00:09:10,967 --> 00:09:13,635 Well, it's been a while. 48 00:09:15,179 --> 00:09:17,222 I dropped in to say hi. 49 00:09:17,390 --> 00:09:18,765 Hi. 50 00:09:22,061 --> 00:09:24,187 Mr. Koreander? 51 00:09:25,940 --> 00:09:29,401 - Do you carry how-to books? - How-to books? 52 00:09:29,569 --> 00:09:32,571 Does this place look like a supermarket? 53 00:09:32,738 --> 00:09:35,532 If you want advice on how to buy real estate... 54 00:09:35,700 --> 00:09:37,993 ...or housebreak your goldfish... 55 00:09:38,160 --> 00:09:41,162 ...go to the video store down the street. 56 00:09:43,374 --> 00:09:45,041 What is it you want to know? 57 00:09:46,419 --> 00:09:48,461 Something about heights. 58 00:09:49,714 --> 00:09:52,340 How to be able to jump from a high... 59 00:09:53,759 --> 00:09:55,635 A very high... 60 00:09:56,304 --> 00:09:58,013 An extremely high diving board. 61 00:09:58,598 --> 00:10:02,851 I'll look in my section on courage. 62 00:10:21,203 --> 00:10:23,288 Bastian. 63 00:10:25,124 --> 00:10:26,666 Bastian. 64 00:10:28,044 --> 00:10:29,961 We need your help. 65 00:10:30,588 --> 00:10:32,047 Bastian. 66 00:10:32,214 --> 00:10:33,715 Help us. 67 00:10:37,803 --> 00:10:41,264 Please come back, Bastian. 68 00:10:47,104 --> 00:10:49,189 "The Neverending Story. " 69 00:11:04,622 --> 00:11:06,247 Put it back. 70 00:11:08,000 --> 00:11:10,335 That book asks too much of you. 71 00:11:10,503 --> 00:11:12,796 But it's The Neverending Story. I've already read it. 72 00:11:12,963 --> 00:11:15,507 Ah, but have you ever read a book twice? 73 00:11:15,675 --> 00:11:18,760 Books change each time you read them. 74 00:11:18,928 --> 00:11:21,304 - Give it back. - I really want to read it again. 75 00:11:21,472 --> 00:11:23,682 No, no, no. Look what I found for you. 76 00:11:23,849 --> 00:11:27,560 - Let me borrow it, please! - No, Bastian. 77 00:12:28,539 --> 00:12:29,956 Auryn. 78 00:12:48,309 --> 00:12:49,559 Bastian. 79 00:12:51,228 --> 00:12:52,604 Bastian. 80 00:12:53,856 --> 00:12:55,106 We need your help. 81 00:12:58,486 --> 00:13:00,445 Come back to Fantasia. 82 00:13:03,240 --> 00:13:05,909 We are in great danger. 83 00:13:07,286 --> 00:13:08,745 Bastian. 84 00:13:36,941 --> 00:13:38,525 Fantasia. 85 00:13:58,254 --> 00:14:01,756 An earthling to save the Childlike Empress. 86 00:14:03,342 --> 00:14:04,592 Nimbly. 87 00:14:06,804 --> 00:14:09,305 Enter, my spy. 88 00:14:11,851 --> 00:14:15,395 Mistress of Horok Castle, I came as fast as I... 89 00:14:15,563 --> 00:14:17,188 Oh. 90 00:14:34,957 --> 00:14:38,167 - You were saying? - I could gain the boy's confidence. 91 00:14:38,335 --> 00:14:42,589 I don't care about his confidence. I want his wishes. 92 00:14:42,756 --> 00:14:44,382 Tri Face! 93 00:14:54,518 --> 00:14:58,938 The Memory Machine. Explain it to him, Tri Face. 94 00:14:59,106 --> 00:15:00,815 Oh, yes, explain it. 95 00:15:04,069 --> 00:15:06,946 Every time the earthling uses Auryn to make a wish... 96 00:15:07,114 --> 00:15:09,324 ...my new invention makes him lose a memory. 97 00:15:10,034 --> 00:15:13,578 With each wish, the liquid in his head forms a memory ball. 98 00:15:13,746 --> 00:15:17,123 It falls down and is collected in the beaker below. 99 00:15:17,291 --> 00:15:20,126 What happens when the earthling has lost all of his memories? 100 00:15:20,294 --> 00:15:23,713 Obviously, the beaker at the bottom is full. 101 00:15:24,798 --> 00:15:27,592 And the earthling's head is empty. 102 00:15:27,760 --> 00:15:30,637 And he won't remember where he came from. 103 00:15:31,180 --> 00:15:33,514 Won't remember his own world. 104 00:15:34,141 --> 00:15:37,852 But best of all, he will have forgotten his mission... 105 00:15:38,020 --> 00:15:40,730 ...why he came to Fantasia. 106 00:15:40,898 --> 00:15:43,733 He will have forgotten the Childlike Empress. 107 00:15:45,194 --> 00:15:50,573 That's when I'll bring order to the chaos they call dreams and stories. 108 00:15:52,368 --> 00:15:55,995 Nimbly, go! Make the earthling wish. 109 00:16:00,793 --> 00:16:02,502 Are you okay? 110 00:16:03,170 --> 00:16:05,630 Fine. I'm fine. 111 00:16:05,798 --> 00:16:07,590 My best landing yet. 112 00:16:07,758 --> 00:16:09,717 Looks like you just got your wings. 113 00:16:09,885 --> 00:16:12,095 No, I've always had them. 114 00:16:13,180 --> 00:16:14,472 I'm Bastian. 115 00:16:15,391 --> 00:16:18,393 Nimbly's the name, tour guide's the game. 116 00:16:18,560 --> 00:16:21,562 Let me show you the sights of Silver City. 117 00:16:25,025 --> 00:16:27,402 - Ah! - Watch out! 118 00:16:27,820 --> 00:16:29,696 Pure acid. 119 00:16:30,864 --> 00:16:32,156 Acid? 120 00:16:39,248 --> 00:16:42,500 Fantasians will be grateful if you'd wish for the lake to be filled... 121 00:16:42,668 --> 00:16:45,670 ...with, crystal spring water instead. 122 00:16:45,838 --> 00:16:48,172 What do you mean, if I would wish? 123 00:16:51,218 --> 00:16:55,471 You have Auryn. It fulfills all of your wishes. 124 00:16:57,141 --> 00:16:59,642 Too bad there's only one of these things around. 125 00:16:59,810 --> 00:17:03,021 You want something. You wish it. 126 00:17:03,188 --> 00:17:06,482 Auryn makes it happen. You're very lucky. 127 00:17:08,110 --> 00:17:10,236 Come on. Try it out. 128 00:17:10,904 --> 00:17:12,780 Start with the lake. 129 00:17:12,948 --> 00:17:16,284 Make it purple. Add some sugar. 130 00:17:16,452 --> 00:17:20,038 Raise the temperature so everybody can go for a swim. 131 00:17:20,497 --> 00:17:24,375 I don't know. I'm sure there's a reason for the acid. 132 00:17:25,294 --> 00:17:27,211 Maybe it keeps everything nice and shiny. 133 00:17:29,173 --> 00:17:31,507 I wouldn't want to change anything. It's so pretty. 134 00:17:31,675 --> 00:17:34,385 Come on, make a wish. 135 00:17:35,137 --> 00:17:37,096 Oh. 136 00:17:37,681 --> 00:17:38,973 Look! 137 00:17:47,274 --> 00:17:48,524 Come on. 138 00:18:26,939 --> 00:18:28,898 Everything seems fine in Fantasia. 139 00:18:29,066 --> 00:18:33,027 Oh, fine and dandy. Why do you ask? 140 00:18:33,195 --> 00:18:37,073 I have to see the Childlike Empress. How far is it to the Ivory Tower? 141 00:18:37,241 --> 00:18:42,787 - You mean, how many ways to get there? - No, I mean in distance. 142 00:18:42,955 --> 00:18:45,957 Yards? Miles? 143 00:18:46,625 --> 00:18:48,251 Kilometers? 144 00:18:48,418 --> 00:18:50,878 In Fantasia, everything's as close or as far... 145 00:18:51,046 --> 00:18:53,047 ...as you want it to be, Mr. Bastian. 146 00:19:14,319 --> 00:19:15,695 Nimbly? 147 00:19:27,541 --> 00:19:30,793 - What are they? - I didn't have the time to ask. 148 00:19:30,961 --> 00:19:33,171 - They look like Giants. - I can see that! 149 00:19:37,426 --> 00:19:39,010 Bastian. 150 00:19:39,761 --> 00:19:41,012 C-come back. 151 00:19:46,560 --> 00:19:48,311 Wish for our lives! 152 00:20:04,369 --> 00:20:06,621 Ah! Acid! 153 00:20:11,960 --> 00:20:13,920 Hey, silly boy. 154 00:20:15,380 --> 00:20:20,009 Wish them away, for Fantasia's sake! Wish them away, Bastian! 155 00:20:26,225 --> 00:20:31,187 Nimbly! 156 00:20:31,605 --> 00:20:33,272 Kids... Just wish! 157 00:20:54,169 --> 00:20:55,920 Wish to be safe! 158 00:21:11,561 --> 00:21:13,437 Well done, Bastian. 159 00:21:16,108 --> 00:21:17,900 I'm safe. 160 00:21:18,068 --> 00:21:19,944 You can get out of here. 161 00:21:20,445 --> 00:21:21,988 I made it. 162 00:21:24,908 --> 00:21:26,033 Where'd you go? 163 00:21:33,500 --> 00:21:34,750 Oh! 164 00:21:34,918 --> 00:21:37,336 Look here. Who is this? 165 00:21:37,504 --> 00:21:40,131 Nice entrance. 166 00:21:40,299 --> 00:21:45,594 Why, it's an earthling. Yes, it is an earthling. 167 00:21:46,179 --> 00:21:50,141 You just taught some Giants how to swim, earthling. Ha-ha. 168 00:21:58,150 --> 00:21:59,525 - Hi. - What? 169 00:21:59,693 --> 00:22:02,194 Hello. Oh, hello. 170 00:22:02,362 --> 00:22:06,240 - I-I didn't mean to interrupt anything. - Yes, well, you have. 171 00:22:06,408 --> 00:22:11,996 You have come to the Ship of Secret Plots. 172 00:22:12,164 --> 00:22:14,749 You were called by the Childlike Empress 173 00:22:14,916 --> 00:22:16,667 Yes, is she all right? 174 00:22:16,835 --> 00:22:19,712 In my world, all that's left of the Empress is... 175 00:22:20,505 --> 00:22:21,964 ...an empty page. 176 00:22:22,132 --> 00:22:24,633 We haven't been able to reach her for a long time. 177 00:22:24,801 --> 00:22:28,429 And those who dared the journey to the Ivory Tower have perished. 178 00:22:28,597 --> 00:22:30,973 The very earth is breaking away. 179 00:22:31,141 --> 00:22:34,894 Even us Mudwarts who are made of the earth can't get there. 180 00:22:35,062 --> 00:22:36,854 Take courage, friends 181 00:22:37,022 --> 00:22:41,067 The earthling has come to help us We must talk to the Empress 182 00:22:55,499 --> 00:22:56,999 Childlike Empress. 183 00:22:57,167 --> 00:23:01,712 Bastian, you are the only earthling moved by our plight. 184 00:23:01,880 --> 00:23:04,840 Please, tell me. What's going on? Are you hurt? 185 00:23:05,008 --> 00:23:08,302 The same force that makes the books in your world become empty... 186 00:23:08,470 --> 00:23:10,596 ...has made me a prisoner in my castle. 187 00:23:10,764 --> 00:23:12,223 What is this force? 188 00:23:12,391 --> 00:23:15,476 Only you can name it, Bastian. 189 00:23:16,103 --> 00:23:17,353 Name it? 190 00:23:17,521 --> 00:23:19,855 We are the creatures of human fantasies. 191 00:23:20,023 --> 00:23:23,150 We need your dreams and stories to exist. 192 00:23:23,318 --> 00:23:26,028 But the people in your world no longer believe in us. 193 00:23:26,196 --> 00:23:30,074 They have no time to give us names and stories. 194 00:23:30,242 --> 00:23:31,659 Tell me what I have to do. 195 00:23:32,536 --> 00:23:35,162 There is... You must resist... 196 00:23:35,747 --> 00:23:37,915 Your answer... Auryn will help you. 197 00:23:38,834 --> 00:23:41,293 But you must remember if you use it... 198 00:23:42,295 --> 00:23:45,297 Only you can save us, Bastian. 199 00:23:45,465 --> 00:23:49,093 Only you can heal both of our worlds, Bastian. 200 00:23:49,928 --> 00:23:52,096 You are my last hope. 201 00:24:03,567 --> 00:24:06,694 We must get all the people in Fantasia to help us. 202 00:24:08,405 --> 00:24:09,738 Now. 203 00:24:15,620 --> 00:24:16,954 Bastian. 204 00:25:04,085 --> 00:25:06,879 The Empress is being held prisoner. 205 00:25:07,047 --> 00:25:12,092 And before we can fight the force that is holding her, I must give it a name. 206 00:25:13,053 --> 00:25:14,553 Who will join me on my quest? 207 00:25:14,721 --> 00:25:17,264 You saw, the Giants are everywhere. 208 00:25:17,432 --> 00:25:18,891 You can't hide. 209 00:25:19,059 --> 00:25:22,228 There will be more Giants and they'll destroy your beautiful ships. 210 00:25:22,395 --> 00:25:24,522 I'm afraid. 211 00:25:24,689 --> 00:25:29,026 If you give up, it's not only the end of Silver City... 212 00:25:29,194 --> 00:25:32,821 ...it's the end of Fantasia. And do you know what that means? 213 00:25:32,989 --> 00:25:36,784 The children of my world will have no more stories to read. Ever. 214 00:25:37,661 --> 00:25:40,996 Is there no one with the courage to stand up with me against the Giants? 215 00:25:47,420 --> 00:25:48,712 Atreyu. 216 00:25:58,431 --> 00:25:59,974 Atreyu. 217 00:26:00,141 --> 00:26:02,768 Bastian! Welcome back. 218 00:26:04,145 --> 00:26:05,396 How did you...? 219 00:26:05,564 --> 00:26:08,190 In my dreaming I saw a light over the Silver City... 220 00:26:08,358 --> 00:26:09,733 ...and knew there was hope. 221 00:26:09,901 --> 00:26:13,487 - But I did not expect to find you. - Were you in danger? 222 00:26:13,655 --> 00:26:16,156 Did you see Giants? Where do they come from? 223 00:26:16,324 --> 00:26:18,659 People talk about a castle that looks like a hand. 224 00:26:18,827 --> 00:26:22,162 - Some say that's where the Giants come from. - So we should head there. 225 00:26:22,330 --> 00:26:25,082 There are burning arrows of light all around it. 226 00:26:25,417 --> 00:26:28,544 Ah! Bastian. Mr. Bastian. 227 00:26:28,712 --> 00:26:31,422 Nimbly, do you know of a castle that looks like a hand? 228 00:26:31,590 --> 00:26:35,426 You mean, Horok Castle? The Seeing Hand? Sure. 229 00:26:35,594 --> 00:26:38,637 - Do you know how to get there? - There are no roads. 230 00:26:38,805 --> 00:26:40,764 You'll have to fly. 231 00:26:40,932 --> 00:26:45,769 - But a little wish would go a long way. - A wish? 232 00:26:45,937 --> 00:26:48,439 Nimbly's right. I have Auryn. I should use it. 233 00:26:48,607 --> 00:26:50,190 When I'm right, I'm right. 234 00:26:51,192 --> 00:26:52,443 I'll give it a try. 235 00:26:54,029 --> 00:26:55,863 I need something... 236 00:26:56,698 --> 00:26:58,449 ...something that... 237 00:27:00,160 --> 00:27:01,910 ...can fly! 238 00:27:02,078 --> 00:27:05,914 And that can scare the pants off of anything that's living in that castle. Ha-ha. 239 00:27:06,082 --> 00:27:07,875 Very sensible. 240 00:27:08,043 --> 00:27:11,045 I'll wish for the most horrible flying dragon in Fantasia. 241 00:27:14,716 --> 00:27:17,801 I wish him to be red. No, no. Green. 242 00:27:17,969 --> 00:27:20,846 I wish him to fly as fast as the Concorde and stink so bad... 243 00:27:21,014 --> 00:27:24,183 ...that he makes you sick. And breathes fire. 244 00:27:27,979 --> 00:27:29,813 I'll call him Smerg. 245 00:27:31,566 --> 00:27:34,652 Maybe you should wish for some modifications. 246 00:27:34,819 --> 00:27:36,070 Oh, no! 247 00:27:37,072 --> 00:27:38,614 Oh, yes. 248 00:27:52,545 --> 00:27:55,381 We can't let it loose on Fantasia. Who knows what it might do. 249 00:27:55,548 --> 00:27:57,466 - Come on. - What are you gonna do? 250 00:27:57,634 --> 00:27:59,093 Chase it! 251 00:28:00,929 --> 00:28:02,930 Chase? 252 00:28:03,098 --> 00:28:05,474 Did somebody say "chase"? 253 00:28:06,851 --> 00:28:09,478 Falkor! Boy, am I glad to see you. 254 00:28:09,646 --> 00:28:12,898 And I'm glad to see you. 255 00:28:13,066 --> 00:28:14,483 Well, what are we waiting for? 256 00:28:14,651 --> 00:28:17,945 But I've got an itch behind my ear. 257 00:28:33,044 --> 00:28:35,337 Yeah! 258 00:29:21,050 --> 00:29:22,926 Go for it, Falkor! 259 00:29:42,655 --> 00:29:46,033 Falkor, look! The castle that looks like a hand. 260 00:29:46,201 --> 00:29:49,244 A very mean hand. 261 00:29:52,540 --> 00:29:53,916 Hold on, Bastian! 262 00:30:04,469 --> 00:30:06,220 Smerg got zapped! 263 00:30:06,805 --> 00:30:08,555 We got to find Atreyu. 264 00:30:08,723 --> 00:30:11,058 I gotta get some rest. 265 00:30:12,393 --> 00:30:14,770 Hey. 266 00:30:14,938 --> 00:30:17,523 Watch it, folks. 267 00:30:17,690 --> 00:30:19,024 Rockbiter! 268 00:30:19,192 --> 00:30:23,403 Yeah! 269 00:30:32,455 --> 00:30:33,705 Rockbiter! 270 00:30:37,919 --> 00:30:41,839 You'll wake him up. 271 00:30:49,055 --> 00:30:51,765 Meet Junior. 272 00:30:52,475 --> 00:30:54,852 Is this yum-yum rockie? 273 00:30:55,019 --> 00:30:57,813 Let me try it. 274 00:31:26,593 --> 00:31:28,343 Oh! 275 00:31:30,221 --> 00:31:31,889 Junior... 276 00:31:32,056 --> 00:31:35,309 ...when are you going to learn... 277 00:31:35,476 --> 00:31:38,687 ...the difference between a rock... 278 00:31:40,356 --> 00:31:42,524 ...and a nose? 279 00:31:47,697 --> 00:31:52,159 - Why was Junior crying? - He's hungry. 280 00:31:52,327 --> 00:31:55,704 Hungry? With all these rocks around? 281 00:31:55,872 --> 00:32:00,751 I don't understand it myself. 282 00:32:01,878 --> 00:32:07,549 But all goodness has gone out of the rocks. 283 00:32:08,843 --> 00:32:11,637 They're hollow. 284 00:32:11,804 --> 00:32:17,517 Whole mountains have turned empty. 285 00:32:18,144 --> 00:32:21,229 There's nothing left... 286 00:32:21,397 --> 00:32:23,732 ...to nourish us. 287 00:32:26,361 --> 00:32:28,570 It's all part of the same thing. 288 00:32:37,664 --> 00:32:41,959 You're fighting a losing battle, Childlike Empress. 289 00:32:42,126 --> 00:32:44,962 Soon your slick little castle... 290 00:32:45,129 --> 00:32:48,382 ...will be as dark as mine. 291 00:33:25,086 --> 00:33:28,255 The window got broke. I didn't do it. Don't lie to me. 292 00:33:30,508 --> 00:33:33,719 You promised to take me swimming. You promised! You promised! 293 00:33:33,886 --> 00:33:35,303 Something's come up. 294 00:33:35,471 --> 00:33:37,931 I hate you! I hate you! 295 00:33:42,061 --> 00:33:44,688 So that's what humans remember. 296 00:33:50,820 --> 00:33:53,155 That's a memory Bastian has lost. 297 00:34:11,215 --> 00:34:12,716 Excuse me. 298 00:34:15,470 --> 00:34:17,888 Ah, what can I do for you? 299 00:34:18,056 --> 00:34:21,600 Do you know Bastian? Bastian Bux? 300 00:34:22,518 --> 00:34:25,562 Do we ever really know anybody? 301 00:34:26,606 --> 00:34:29,900 I'm Bastian's father, Barney. 302 00:34:30,068 --> 00:34:32,444 I found this book in my son's room. 303 00:34:32,612 --> 00:34:34,362 It has your address inside the cover. 304 00:34:35,114 --> 00:34:36,823 Oh, really? 305 00:34:38,367 --> 00:34:39,743 Where? 306 00:34:42,038 --> 00:34:43,371 I don't understand it. 307 00:34:44,248 --> 00:34:45,832 I saw it there myself last night. 308 00:34:54,133 --> 00:34:56,301 Look, I'm an engineer. 309 00:34:56,469 --> 00:34:59,387 What I see is what I see when I see it. 310 00:34:59,555 --> 00:35:02,307 Oh. It's an interesting concept. 311 00:35:03,392 --> 00:35:05,560 My son's missing since last night. 312 00:35:07,772 --> 00:35:09,606 Heavy reading for a young man. 313 00:35:10,817 --> 00:35:12,609 - Maybe... - When did you last see him? 314 00:35:14,237 --> 00:35:18,115 Maybe you'll find the explanation for your son's disappearance... 315 00:35:18,282 --> 00:35:19,616 ...inside. 316 00:35:44,809 --> 00:35:48,937 Atreyu, we were getting worried about you. What took you so long? 317 00:35:49,814 --> 00:35:53,108 I convinced some warriors to help us take the castle. 318 00:35:56,195 --> 00:35:57,445 Warriors? 319 00:36:00,491 --> 00:36:02,367 Where are they? 320 00:36:04,287 --> 00:36:05,662 Right here. 321 00:36:07,540 --> 00:36:09,791 Atreyu, get real. 322 00:36:11,252 --> 00:36:12,878 But I am real. 323 00:36:13,045 --> 00:36:14,838 What do you mean by "getting real"? 324 00:36:15,006 --> 00:36:17,090 Forget it. It's a joke. 325 00:36:18,634 --> 00:36:20,510 Being real is a joke in your world? 326 00:36:22,221 --> 00:36:23,597 Yeah. 327 00:36:26,851 --> 00:36:28,310 So, what's in the bag? 328 00:36:28,477 --> 00:36:29,853 Our army. 329 00:36:58,758 --> 00:37:01,218 Oh, no. Heh-heh. 330 00:37:03,846 --> 00:37:05,305 Come here. 331 00:37:06,390 --> 00:37:08,850 Oh, never mind. You'll grow into it. 332 00:37:10,728 --> 00:37:12,354 And so will you. 333 00:37:17,985 --> 00:37:20,737 The machine's really working out well, isn't it? Heh-heh. 334 00:37:21,405 --> 00:37:25,909 It would work even better if you were out there making the earthling wish. 335 00:37:27,495 --> 00:37:29,287 It's so cold out there. 336 00:37:44,595 --> 00:37:46,388 So that's the plan. 337 00:37:48,432 --> 00:37:51,977 It's dangerous, but it just might work. 338 00:37:53,062 --> 00:37:54,938 It has to work. 339 00:37:57,024 --> 00:37:59,734 I'm glad you came back to Fantasia. 340 00:38:02,280 --> 00:38:03,905 I am too. 341 00:38:04,448 --> 00:38:05,699 But,... 342 00:38:05,866 --> 00:38:08,368 ...what if something happens to you, Bastian? 343 00:38:08,536 --> 00:38:12,539 Somebody must miss you in your world. 344 00:38:16,377 --> 00:38:17,627 Nobody misses me. 345 00:38:17,795 --> 00:38:19,963 But what about you? 346 00:38:20,715 --> 00:38:22,299 Don't you miss somebody? 347 00:38:29,557 --> 00:38:31,641 The only one I miss... 348 00:38:33,894 --> 00:38:35,770 ...isn't there. 349 00:38:35,938 --> 00:38:37,105 Who's that? 350 00:38:41,777 --> 00:38:43,028 My mom. 351 00:38:46,115 --> 00:38:48,074 Look. 352 00:38:49,827 --> 00:38:52,871 The Ivory Tower. 353 00:39:04,508 --> 00:39:07,385 Now it's a prison. 354 00:39:07,553 --> 00:39:09,512 We may never see the empress again. 355 00:39:09,680 --> 00:39:11,473 Right now... 356 00:39:11,640 --> 00:39:13,933 ...all we have are memories. 357 00:39:15,728 --> 00:39:17,604 Bastian... 358 00:39:18,356 --> 00:39:21,649 ...in your world... 359 00:39:21,817 --> 00:39:26,821 ...if The Neverending Story is fading... 360 00:39:27,990 --> 00:39:31,117 ...no child will ever know... 361 00:39:31,869 --> 00:39:34,287 ...about Junior. 362 00:39:34,789 --> 00:39:37,082 They will never ride the prairie with me? 363 00:39:37,249 --> 00:39:40,710 And they'll never ride through the clouds with me? 364 00:39:43,381 --> 00:39:44,964 If humans... 365 00:39:45,591 --> 00:39:48,426 ...forget about us... 366 00:39:48,594 --> 00:39:51,262 ...nobody will think... 367 00:39:51,430 --> 00:39:53,973 ...of fun things... 368 00:39:54,683 --> 00:39:59,270 - ... for Junior to do. - No! 369 00:40:15,996 --> 00:40:17,789 We won't let that happen. 370 00:40:45,568 --> 00:40:46,985 Bastian, here. 371 00:40:55,161 --> 00:40:57,996 Atreyu, quick, help me! 372 00:40:59,415 --> 00:41:02,709 I'm burning! It hurts! Oh, how it hurts. 373 00:41:03,335 --> 00:41:05,378 I can't breathe! 374 00:41:07,965 --> 00:41:09,048 Atreyu! 375 00:41:25,691 --> 00:41:27,358 Are you all right? 376 00:41:31,655 --> 00:41:33,990 You saved my life, Atreyu. 377 00:41:34,450 --> 00:41:38,369 Yes. But you would have done the same for me. 378 00:41:44,627 --> 00:41:46,127 Sure. 379 00:41:48,756 --> 00:41:50,340 What's happening? 380 00:41:50,883 --> 00:41:54,802 The beams. They've just destroyed the beams. 381 00:41:55,346 --> 00:41:56,679 Fix it. 382 00:42:08,734 --> 00:42:10,693 Do you remember what to say? 383 00:42:11,946 --> 00:42:13,196 Yeah. 384 00:42:14,073 --> 00:42:15,823 Make it loud. 385 00:42:20,871 --> 00:42:23,790 The earthling Bastian Balthazar Bux... 386 00:42:23,958 --> 00:42:25,542 ...and Atreyu... 387 00:42:26,418 --> 00:42:28,294 ...the warrior from the Great Plains... 388 00:42:28,462 --> 00:42:31,673 Is that what you call loud in your world? 389 00:42:37,388 --> 00:42:40,014 The earthling Bastian Balthazar Bux... 390 00:42:40,182 --> 00:42:43,851 ...and Atreyu, the warrior from the Great Plains... 391 00:42:44,019 --> 00:42:46,896 ...demand to see the master of this castle! 392 00:42:47,815 --> 00:42:50,400 That should get somebody's attention. 393 00:42:55,072 --> 00:42:56,614 Guess whose? 394 00:42:58,951 --> 00:43:00,910 Atreyu. 395 00:43:01,078 --> 00:43:04,080 They make strong gates in Fantasia, don't they? 396 00:43:04,248 --> 00:43:05,790 Keep talking. 397 00:43:08,794 --> 00:43:10,837 - Atreyu! - Keep talking! 398 00:43:17,094 --> 00:43:18,386 Atreyu! 399 00:43:29,982 --> 00:43:31,733 Hi. Heh. 400 00:43:34,695 --> 00:43:36,863 You're probably asking yourselves why I'm here. 401 00:43:42,036 --> 00:43:43,828 Well, that's a reasonable question. 402 00:43:43,996 --> 00:43:45,246 I... 403 00:43:45,414 --> 00:43:49,125 In the past we've had our differences, but I'm sure these things can be worked out. 404 00:43:55,424 --> 00:43:58,009 It all gets back to us starting to communicate, right? 405 00:44:00,429 --> 00:44:02,055 There's all kinds of communication. 406 00:44:02,890 --> 00:44:04,807 Some do it with a look. 407 00:44:05,684 --> 00:44:07,560 Some do it with a smile. 408 00:44:08,562 --> 00:44:10,104 Some do it with,... 409 00:44:11,857 --> 00:44:13,358 ...a sickle. Heh. 410 00:44:14,985 --> 00:44:18,363 I read that somewhere. I like to read. 411 00:44:18,530 --> 00:44:20,573 You're probably not too interested in the subject. 412 00:44:24,828 --> 00:44:26,829 You probably hate books. 413 00:44:32,961 --> 00:44:36,130 Eggs? Eggs are gonna do us a lot of good! 414 00:44:36,298 --> 00:44:38,216 Whambos, go! 415 00:44:49,937 --> 00:44:53,064 - Now's your chance, go! - What about them? 416 00:44:53,232 --> 00:44:55,817 - It's a good day to die. - Please don't say that. 417 00:44:58,570 --> 00:45:01,030 - Give me five. - Five what? 418 00:45:01,198 --> 00:45:04,325 Aw, forget it. I'll see you inside. 419 00:45:14,586 --> 00:45:16,921 I just wish there was some other way in. 420 00:46:15,063 --> 00:46:16,939 I wish for another step! 421 00:46:25,324 --> 00:46:26,908 And another one. 422 00:46:27,075 --> 00:46:28,618 And another. 423 00:46:28,786 --> 00:46:30,495 And another one. 424 00:46:31,455 --> 00:46:34,123 Nice. Very nice. 425 00:46:35,250 --> 00:46:36,876 Giants! 426 00:46:39,630 --> 00:46:41,422 I wish for another one! 427 00:46:43,217 --> 00:46:44,675 And another! 428 00:47:40,732 --> 00:47:42,275 Atreyu. 429 00:47:45,070 --> 00:47:46,696 Try to swing around. 430 00:47:49,783 --> 00:47:51,951 It won't work. 431 00:48:05,340 --> 00:48:06,757 The chain! 432 00:48:08,802 --> 00:48:10,303 Grab it! 433 00:48:26,320 --> 00:48:28,654 Pull! Hold on! 434 00:48:29,698 --> 00:48:31,073 Pull! 435 00:48:47,507 --> 00:48:48,883 Come on, pull! 436 00:49:22,876 --> 00:49:24,085 We need weapons. 437 00:49:24,252 --> 00:49:27,213 I wish for a spray can. 438 00:49:28,590 --> 00:49:32,510 - A spray can? That's a weapon in your world? - Yeah. People use it against walls. 439 00:49:32,678 --> 00:49:34,261 Those walls must be dangerous. 440 00:49:55,867 --> 00:49:58,411 I do not believe what we have done. 441 00:49:58,578 --> 00:49:59,829 I do. 442 00:50:10,674 --> 00:50:12,508 The Giants are empty. 443 00:50:14,219 --> 00:50:16,053 They're hollow and empty. 444 00:50:18,181 --> 00:50:20,349 Like the Rockbiter's stones... 445 00:50:22,811 --> 00:50:25,938 ...and the pages of The Neverending Story. 446 00:50:27,149 --> 00:50:29,608 Atreyu, I know what threatens Fantasia. 447 00:50:29,776 --> 00:50:31,652 You have found its name? 448 00:50:32,404 --> 00:50:34,196 It's... 449 00:50:35,115 --> 00:50:36,907 ...the Emptiness. 450 00:50:39,619 --> 00:50:41,912 The earthling knows about the Emptiness. 451 00:50:42,080 --> 00:50:44,081 He's stronger than we thought. 452 00:50:44,583 --> 00:50:47,251 Perhaps threatening him with Giants isn't the way. 453 00:50:47,419 --> 00:50:49,503 Time for a change of tactics. 454 00:51:09,858 --> 00:51:12,860 What do you think the Emptiness look like? 455 00:51:14,571 --> 00:51:16,614 Well, then how does it fight? 456 00:51:16,782 --> 00:51:18,991 I think we're about to find out. 457 00:51:22,120 --> 00:51:24,538 I wish for the doors to open! 458 00:52:05,580 --> 00:52:07,331 I am Xayide. 459 00:52:08,291 --> 00:52:10,126 This is my castle. 460 00:52:11,169 --> 00:52:12,670 And the Giants? 461 00:52:13,713 --> 00:52:17,508 They were mine, but you have conquered them. 462 00:52:17,676 --> 00:52:19,051 I admit defeat. 463 00:52:19,219 --> 00:52:21,095 I have defeated you? 464 00:52:21,763 --> 00:52:23,180 "We. " 465 00:52:24,391 --> 00:52:27,059 That someone so young could be so clever. 466 00:52:27,227 --> 00:52:30,104 So you're the one who makes everything empty. 467 00:52:30,272 --> 00:52:32,565 I control all that is empty. 468 00:52:32,732 --> 00:52:35,734 Just to control things, you destroy stories and books? 469 00:52:35,902 --> 00:52:40,698 I'm simply trying to bring order to the chaos of Fantasia. Am I wrong? 470 00:52:40,866 --> 00:52:44,994 You certainly are. And I demand that you free the Childlike Empress. 471 00:52:45,162 --> 00:52:46,996 - I can't. - Why not? 472 00:52:47,164 --> 00:52:49,206 Because I've isolated her forever. 473 00:52:49,374 --> 00:52:51,667 You made the spell and you can undo it. 474 00:52:51,835 --> 00:52:54,879 - Not from here I can't. - So we'll go to the Ivory Tower. 475 00:52:55,046 --> 00:52:58,090 - I will not leave my castle. - Yes, you will. 476 00:52:58,258 --> 00:53:00,217 Out of the question. 477 00:53:00,385 --> 00:53:03,470 Perhaps she feels it's a good day to die. 478 00:53:08,894 --> 00:53:10,269 Do you? 479 00:53:13,356 --> 00:53:16,108 You leave me no choice, my lord. 480 00:53:51,978 --> 00:53:53,229 Bastian? 481 00:53:54,314 --> 00:53:57,441 "As Mr. Koreander was searching for a book on courage... 482 00:53:57,609 --> 00:54:00,569 ...Bastian picked up The Neverending Story. " 483 00:54:00,737 --> 00:54:02,238 Mr. Koreander? 484 00:54:02,405 --> 00:54:05,783 "If the pages of The Neverending Story were fading... 485 00:54:05,951 --> 00:54:11,205 "... no one would read about Falkor, or Atreyu, or the Childlike Empress. 486 00:54:11,373 --> 00:54:14,375 "Bastian was the only one who could save Fantasia... 487 00:54:14,542 --> 00:54:16,961 "... and all the stories in the world. 488 00:54:17,128 --> 00:54:20,547 "He had to do it, at any price. " 489 00:54:22,133 --> 00:54:24,301 Hey, dummy, move it! 490 00:54:31,393 --> 00:54:33,352 I should say not. 491 00:54:33,520 --> 00:54:36,730 I am not going to carry that woman. 492 00:54:39,526 --> 00:54:42,444 My Xobile will do just fine, gentlemen. 493 00:54:51,371 --> 00:54:53,372 Would you ride with me, my lord? 494 00:54:56,167 --> 00:54:57,543 Sure. 495 00:54:58,795 --> 00:55:00,045 Come, then. 496 00:55:05,260 --> 00:55:06,885 Bastian. 497 00:55:08,638 --> 00:55:10,556 Welcome aboard, Mr. Bastian. 498 00:55:10,724 --> 00:55:12,182 Nimbly, away! 499 00:55:12,350 --> 00:55:14,643 We cannot leave him alone with her, Falkor. 500 00:55:37,751 --> 00:55:40,252 There was no "For Sale" sign this morning. 501 00:55:42,464 --> 00:55:46,342 This is one sophisticated operation, I'm telling ya. 502 00:55:46,509 --> 00:55:50,596 This morning this place was filled with books. Wall-to-wall. 503 00:55:55,852 --> 00:55:59,229 Looks like there hasn't been a bookstore here for a long time. 504 00:56:00,398 --> 00:56:02,941 Hey, are you sure this is the right address? 505 00:56:03,693 --> 00:56:06,820 I am not the type of person to make things up. 506 00:56:07,447 --> 00:56:10,908 Look, I'm an engineer, all right? What I see is what I see... 507 00:56:11,534 --> 00:56:12,951 ...when I see it. 508 00:56:13,119 --> 00:56:15,204 We'll do what we can, Mr. Bux. 509 00:56:20,919 --> 00:56:22,586 Don't you understand? 510 00:56:22,754 --> 00:56:26,507 Atreyu has been jealous of you since the first day you arrived in Fantasia. 511 00:56:26,674 --> 00:56:29,176 Why would he feel this way? He's a great warrior. 512 00:56:29,344 --> 00:56:32,638 Yes, but you have been chosen to wear Auryn. 513 00:56:33,598 --> 00:56:35,432 And, Bastian, you may have to learn... 514 00:56:35,600 --> 00:56:38,477 ...that some people are not as grateful as others. 515 00:56:39,145 --> 00:56:41,188 I've been meaning to express my gratitude... 516 00:56:41,356 --> 00:56:44,024 ...for all the generosity that you've shown toward me. 517 00:56:45,902 --> 00:56:47,111 What is it? 518 00:56:47,821 --> 00:56:50,906 It's a belt that makes its wearer invisible. 519 00:56:51,074 --> 00:56:52,699 Want to try it on? 520 00:56:53,910 --> 00:56:55,160 Okay. 521 00:57:15,557 --> 00:57:17,599 Oh, this is weird. 522 00:57:17,767 --> 00:57:19,143 What's the matter? 523 00:57:19,310 --> 00:57:21,603 I can't see myself. 524 00:57:22,355 --> 00:57:24,565 I can't even see the belt. 525 00:57:27,235 --> 00:57:29,111 What if I can't take it off now? 526 00:57:29,279 --> 00:57:30,821 Use a wish. 527 00:57:31,698 --> 00:57:33,490 I don't like this. 528 00:57:34,284 --> 00:57:35,868 I wish... 529 00:57:36,661 --> 00:57:38,787 You wish to be visible again? 530 00:57:39,914 --> 00:57:41,206 Yes. 531 00:57:54,179 --> 00:57:55,637 This is neat. 532 00:57:57,348 --> 00:57:59,558 It may come in handy. 533 00:58:40,850 --> 00:58:42,267 Bastian! 534 00:58:43,686 --> 00:58:44,937 Come here. 535 00:58:51,069 --> 00:58:54,238 Don't be long, Bastian. You'll be catching cold. 536 00:58:54,405 --> 00:58:56,031 I'll be right back. 537 00:59:03,957 --> 00:59:05,666 What's the matter? 538 00:59:05,833 --> 00:59:08,168 I want to show you something. 539 00:59:11,756 --> 00:59:13,006 Look. 540 00:59:13,174 --> 00:59:16,343 Tracks of the Xobile, footprints of Artax. 541 00:59:16,511 --> 00:59:17,761 What are you saying? 542 00:59:17,929 --> 00:59:20,514 We're going around in circles. 543 00:59:20,682 --> 00:59:22,808 But the countryside has been changing. 544 00:59:22,976 --> 00:59:24,518 Bastian! 545 00:59:24,686 --> 00:59:27,187 It doesn't make sense. 546 00:59:27,355 --> 00:59:31,275 It makes good sense to someone who doesn't want us closer to the Ivory Tower. 547 00:59:31,442 --> 00:59:34,319 Look, Xayide says we're nearly there. 548 00:59:34,487 --> 00:59:36,822 Bastian, I'm waiting! 549 00:59:36,990 --> 00:59:38,657 Just a moment. 550 00:59:38,825 --> 00:59:43,787 She's our prisoner, Bastian. Don't let her order you around. 551 00:59:44,497 --> 00:59:46,915 How can you believe her? 552 00:59:47,083 --> 00:59:50,085 How can we be sure she's going to help us free the Childlike Empress? 553 00:59:50,253 --> 00:59:54,089 - I do not trust her. - I can tell when someone lies to me. 554 00:59:55,341 --> 00:59:58,302 And I can tell when someone is up to no good. 555 01:00:01,055 --> 01:00:03,807 She's totally under my control. Don't worry, Atreyu. 556 01:00:39,344 --> 01:00:41,928 "Bastian's head emptied with every wish. 557 01:00:42,096 --> 01:00:43,639 "He hardly remembered his father... 558 01:00:43,806 --> 01:00:47,476 "... who was going out of his mind over his son's disappearance. " 559 01:00:48,311 --> 01:00:50,145 I'm in this book? 560 01:00:56,069 --> 01:00:58,403 "Atreyu was worried too. 561 01:00:58,571 --> 01:01:00,947 "The journey to the Ivory Tower was going nowhere. 562 01:01:01,115 --> 01:01:03,617 "As he tried once again to talk sense into Bastian... 563 01:01:03,785 --> 01:01:06,453 "... he was to learn even more about Xayide's scheme. " 564 01:01:06,621 --> 01:01:08,413 Show me the coin trick again. 565 01:01:08,581 --> 01:01:10,957 I've shown you a million times. Really? 566 01:01:12,919 --> 01:01:15,003 Must be the smoke in here. 567 01:01:15,171 --> 01:01:16,880 Kind of hard to remember things. 568 01:01:18,883 --> 01:01:21,718 Why remember things when you can wish for them? 569 01:01:23,054 --> 01:01:25,180 What should I wish for? 570 01:01:25,348 --> 01:01:27,391 What about juggling? 571 01:01:27,558 --> 01:01:29,393 Wouldn't you enjoy that? 572 01:01:29,560 --> 01:01:30,977 But I can't juggle. 573 01:01:31,145 --> 01:01:33,730 If you wish for it, you can. 574 01:01:34,524 --> 01:01:35,899 I wish it. 575 01:01:55,586 --> 01:01:57,379 "Then the darkness lifted... 576 01:01:57,547 --> 01:01:59,381 "... and she could see her way home. 577 01:01:59,549 --> 01:02:03,260 "So the princess returned to her father's castle. 578 01:02:04,053 --> 01:02:07,222 "And they all lived happily ever after. " 579 01:02:17,984 --> 01:02:20,318 Don't be afraid, Bastian. 580 01:02:21,529 --> 01:02:26,324 We're all part of a neverending story. 581 01:02:27,285 --> 01:02:28,827 We are? 582 01:02:29,787 --> 01:02:31,663 Even if we die? 583 01:02:32,165 --> 01:02:35,250 Yes, Bastian, we are. 584 01:02:47,847 --> 01:02:53,393 That's good to know. 585 01:02:58,775 --> 01:03:01,443 Well, from what you tell me... 586 01:03:01,611 --> 01:03:04,905 ...the Emptiness has found its way into Bastian's head. 587 01:03:05,072 --> 01:03:07,365 It's Auryn, isn't it? 588 01:03:07,533 --> 01:03:10,118 It works differently with humans than with us. 589 01:03:10,286 --> 01:03:12,996 Because humans need memories. 590 01:03:16,292 --> 01:03:18,293 So what I saw... 591 01:03:20,505 --> 01:03:22,088 ...was a memory. 592 01:03:39,232 --> 01:03:43,193 If Bastian's so clever, why can't he see what's happening to him? 593 01:03:43,361 --> 01:03:46,571 Bastian is losing himself with every wish. 594 01:03:47,907 --> 01:03:51,576 He must be stopped, or Fantasia's lost. 595 01:03:55,790 --> 01:04:00,126 I'll take Auryn away from him. By force, if necessary. 596 01:04:01,671 --> 01:04:05,215 He can't be allowed to make one more wish. 597 01:04:05,591 --> 01:04:07,217 I'll have to do it tonight. 598 01:04:07,385 --> 01:04:09,845 Tomorrow we might all be prisoners of Xayide. 599 01:04:11,722 --> 01:04:13,348 Now, Atreyu. 600 01:04:13,516 --> 01:04:17,727 Don't go to him in anger. Go and warn him. 601 01:04:19,021 --> 01:04:21,648 He's your friend, isn't he? 602 01:04:23,192 --> 01:04:24,609 You're right. 603 01:04:25,903 --> 01:04:27,445 He is my friend. 604 01:04:30,950 --> 01:04:32,409 Xayide. 605 01:04:35,872 --> 01:04:38,415 You're right. He has turned against me. 606 01:04:38,583 --> 01:04:40,709 You need to protect yourself. 607 01:04:41,460 --> 01:04:44,588 There could be Giants to take care of you... 608 01:04:45,840 --> 01:04:47,465 ...if you wish. 609 01:05:19,832 --> 01:05:21,166 Stand guard. 610 01:05:28,466 --> 01:05:29,758 Thief! 611 01:05:29,926 --> 01:05:31,676 - I've come to warn you. - Liar! 612 01:05:31,844 --> 01:05:34,596 - Don't you ever say that to me. - But it's the truth! 613 01:05:34,764 --> 01:05:38,099 You're jealous because I have Auryn. And you've come to take it away. 614 01:05:38,267 --> 01:05:39,935 No, I have not. 615 01:05:40,102 --> 01:05:43,813 I overheard you talking to Falkor, so don't even try to make excuses. 616 01:05:44,565 --> 01:05:47,192 You've gone mad, Bastian. 617 01:05:47,360 --> 01:05:50,195 - Give me Auryn. - She wants me to have it. 618 01:05:50,363 --> 01:05:51,905 You understand nothing. 619 01:05:52,073 --> 01:05:56,034 Why don't you just go back and play with your buffaloes, country boy. 620 01:05:56,202 --> 01:05:59,245 Why don't you go back and play hero in your own world, earthling. 621 01:06:06,837 --> 01:06:08,630 Bastian. 622 01:06:08,798 --> 01:06:12,884 Every time you use Auryn, you lose one of your memories. 623 01:06:13,511 --> 01:06:15,553 Xayide has... 624 01:06:15,721 --> 01:06:17,931 ...a machine that collects them. 625 01:06:18,099 --> 01:06:19,891 - I would've seen it... - I have seen it. 626 01:06:20,059 --> 01:06:22,644 It is in the roof of the Xobile. 627 01:06:24,730 --> 01:06:29,526 A few more wishes, and the Emptiness will possess you. 628 01:06:31,445 --> 01:06:35,031 Now, give me Auryn before it's too late. 629 01:06:35,574 --> 01:06:37,242 Take it if you can. 630 01:07:05,271 --> 01:07:07,272 You brought this on yourself! 631 01:07:28,002 --> 01:07:29,461 You've only two wishes to go. 632 01:07:32,465 --> 01:07:34,674 But, my lord... 633 01:07:37,595 --> 01:07:39,888 Atreyu, I didn't mean it! 634 01:07:40,556 --> 01:07:41,806 Falkor! 635 01:07:43,976 --> 01:07:46,311 Atreyu, I'm sorry! 636 01:07:47,772 --> 01:07:49,564 Falkor! 637 01:07:53,819 --> 01:07:55,361 Artax! 638 01:07:59,200 --> 01:08:00,950 Take me to Atreyu, Artax. 639 01:08:02,536 --> 01:08:04,037 Giants. 640 01:08:05,790 --> 01:08:08,333 My son on a horse? 641 01:08:09,210 --> 01:08:10,543 He can't ride a horse. 642 01:08:31,273 --> 01:08:32,649 Who told the boy? 643 01:08:32,817 --> 01:08:36,152 It's all Nimbly's fault. He's always hanging around the machine. 644 01:08:36,320 --> 01:08:37,821 Oh, thanks for nothing. 645 01:08:37,988 --> 01:08:40,448 It's always nice to have someone you can count on. 646 01:08:40,616 --> 01:08:43,034 I do the counting around here. 647 01:08:43,202 --> 01:08:45,620 - This is your fault. - One... 648 01:08:50,417 --> 01:08:52,001 ...two... 649 01:08:55,756 --> 01:08:57,382 ...three! 650 01:09:04,849 --> 01:09:06,391 "As he sank beneath the water... 651 01:09:06,559 --> 01:09:09,978 "... he knew that as punishment for killing Atreyu... 652 01:09:10,146 --> 01:09:12,355 "... he would die himself. " 653 01:09:23,242 --> 01:09:26,202 Don't buy it, Bastian. Swim. Fight! 654 01:09:38,048 --> 01:09:39,674 Yes! Ha-ha-ha. 655 01:09:39,842 --> 01:09:43,178 According to the machine, he still has two wishes left. 656 01:09:43,345 --> 01:09:46,931 - There must be something wrong with it. - It's working perfectly. 657 01:09:47,099 --> 01:09:51,060 Whatever you tried didn't work. He didn't make a wish. 658 01:09:51,228 --> 01:09:53,062 He will. 659 01:10:00,446 --> 01:10:02,238 It's time. 660 01:10:10,539 --> 01:10:12,498 Time to choose sides. 661 01:10:15,836 --> 01:10:18,171 "Xayide and her Giants drove through the earth... 662 01:10:18,339 --> 01:10:20,506 "... and into the underworld of Fantasia. 663 01:10:20,674 --> 01:10:22,926 "Here they could travel with the speed of darkness... 664 01:10:23,093 --> 01:10:25,303 "... which was faster than the speed of light. 665 01:10:25,471 --> 01:10:29,682 "They would find Bastian in no time and force him to make his last wish. " 666 01:10:46,533 --> 01:10:49,118 Go on, Bastian. Keep trying. 667 01:10:51,247 --> 01:10:52,747 Bastian. 668 01:10:52,915 --> 01:10:55,208 Don't forget me, Bastian. 669 01:10:55,376 --> 01:10:58,002 "Possessed by a deep, dreamless sleep... 670 01:10:58,170 --> 01:11:01,422 ...Bastian couldn't hear the Childlike Empress's plea. " 671 01:11:41,380 --> 01:11:44,716 Wait, Mr. Bastian, wait! I'm not gonna hurt you. 672 01:11:45,592 --> 01:11:47,302 I've come to help you. 673 01:11:52,641 --> 01:11:54,309 You don't give up, do you? 674 01:11:56,145 --> 01:11:58,604 You expect me to believe you? 675 01:11:58,772 --> 01:12:02,150 Yes, Mr. Bastian. You have to. 676 01:12:06,447 --> 01:12:08,114 I saw... 677 01:12:10,451 --> 01:12:12,493 ...one of your memories. 678 01:12:16,081 --> 01:12:17,415 And... 679 01:12:17,583 --> 01:12:19,834 ...it made me feel something. 680 01:12:26,133 --> 01:12:27,800 I learned... 681 01:12:29,470 --> 01:12:31,804 ...that we're all part... 682 01:12:32,306 --> 01:12:34,474 ...of a neverending story. 683 01:12:35,225 --> 01:12:38,227 Bastian, try to remember it. 684 01:12:39,021 --> 01:12:41,230 Unless we stop Xayide... 685 01:12:41,899 --> 01:12:44,275 ...the story will end. 686 01:12:45,986 --> 01:12:47,612 That's why I'm here. 687 01:12:47,780 --> 01:12:50,114 Tell me where I can find Falkor. 688 01:12:51,909 --> 01:12:53,993 At the Silver City. 689 01:12:54,787 --> 01:12:57,538 But you won't like what you see. 690 01:13:08,717 --> 01:13:10,510 How do I get there? 691 01:13:13,222 --> 01:13:15,139 Behind those rocks... 692 01:13:15,307 --> 01:13:18,893 ...you'll find a path through the mountains. 693 01:13:19,436 --> 01:13:21,354 On the other side... 694 01:13:21,897 --> 01:13:24,232 ...keep the sun on your back. 695 01:13:24,858 --> 01:13:27,443 Follow your shadow for half a day. 696 01:13:27,611 --> 01:13:32,782 Don't turn round. The Emptiness will be on your heels. 697 01:13:34,451 --> 01:13:36,327 Come with me. 698 01:13:41,083 --> 01:13:44,710 I got the part of a spy in this story, Mr. Bastian. 699 01:13:46,880 --> 01:13:50,633 And he who spies and flies away... 700 01:13:51,760 --> 01:13:53,970 ...lives to spy another day. 701 01:13:59,977 --> 01:14:01,853 Hurry, Mr. Bastian! 702 01:14:02,020 --> 01:14:04,522 Keep the sun on your back! 703 01:14:08,444 --> 01:14:09,944 "Alone once again... 704 01:14:10,112 --> 01:14:13,156 "... Bastian wandered, determined to find Falkor. 705 01:14:14,658 --> 01:14:18,661 "Climbing on a heap of blackened metal sheets and pilings... 706 01:14:18,829 --> 01:14:23,499 "... he hardly recognized the once proud and famous Silver City. " 707 01:14:46,148 --> 01:14:47,482 Falkor? 708 01:14:48,484 --> 01:14:52,069 I thought we'd never see you again. 709 01:14:52,821 --> 01:14:55,198 Where have you been? 710 01:15:13,091 --> 01:15:15,218 I have two wishes left, Falkor. 711 01:15:15,385 --> 01:15:18,012 Well, if you use those wishes... 712 01:15:19,306 --> 01:15:24,060 ...you will have lost your most precious memories. 713 01:15:24,228 --> 01:15:25,770 My mother... 714 01:15:26,563 --> 01:15:28,189 ...and my father. 715 01:15:33,070 --> 01:15:34,529 My mother... 716 01:15:35,197 --> 01:15:37,532 ...she would have wanted it this way. 717 01:15:43,956 --> 01:15:47,625 I wish for nothing more in the world than for you to live, Atreyu. 718 01:16:12,317 --> 01:16:13,943 I'm sorry for what happened. 719 01:16:16,697 --> 01:16:18,406 Can you forgive me? 720 01:16:21,785 --> 01:16:23,452 Friends? 721 01:16:25,247 --> 01:16:26,706 Friends. 722 01:16:30,669 --> 01:16:32,628 Bastian made a wish, didn't he? 723 01:16:32,796 --> 01:16:37,174 He gave you a very special memory. 724 01:16:40,178 --> 01:16:42,805 Your mother would have been proud. 725 01:16:44,266 --> 01:16:45,600 Who? 726 01:16:46,977 --> 01:16:48,811 Falkor, you shouldn't have let him! 727 01:17:08,707 --> 01:17:11,167 You're outnumbered and outdone, Bastian. 728 01:17:11,335 --> 01:17:13,836 And you only have one wish left. 729 01:17:14,880 --> 01:17:18,591 So use what's left of your brain and wish to go home. 730 01:17:18,759 --> 01:17:20,801 That's where you belong. 731 01:17:20,969 --> 01:17:22,637 If I use my last wish... 732 01:17:22,804 --> 01:17:24,889 Fantasia will be forgotten. 733 01:17:25,057 --> 01:17:28,476 And the Childlike Empress will be gone forever. 734 01:17:29,061 --> 01:17:30,311 Go home... 735 01:17:30,479 --> 01:17:33,439 ...and leave Fantasia to me. 736 01:17:34,691 --> 01:17:37,151 I won't betray the Childlike Empress! 737 01:17:37,319 --> 01:17:38,569 Very well. 738 01:17:38,737 --> 01:17:41,781 But how will your father feel if he never sees you again? 739 01:17:44,743 --> 01:17:46,494 My father... 740 01:17:53,502 --> 01:17:56,087 Make your wish. 741 01:17:56,254 --> 01:17:58,381 Wish to go home. 742 01:18:00,926 --> 01:18:03,969 Yes, Xayide, I will make my last wish. 743 01:18:06,932 --> 01:18:08,182 I wish... 744 01:18:10,394 --> 01:18:11,894 ...for you to have a heart. 745 01:19:58,585 --> 01:20:01,128 You have found the only wish... 746 01:20:01,296 --> 01:20:04,757 ...powerful enough to save us, Bastian. 747 01:20:04,925 --> 01:20:07,259 The Emptiness cannot be destroyed. 748 01:20:07,427 --> 01:20:10,679 It had to be filled with love. 749 01:20:12,390 --> 01:20:16,852 - And Auryn? - Is only a mirror of what's inside you. 750 01:20:17,020 --> 01:20:18,521 Courage comes from the heart... 751 01:20:18,688 --> 01:20:21,065 ...not from symbols. 752 01:20:21,900 --> 01:20:25,402 If you've found courage, you can go home... 753 01:20:25,570 --> 01:20:28,447 ...and heal both of our worlds. 754 01:20:30,158 --> 01:20:32,159 I can't go home. 755 01:20:42,921 --> 01:20:45,089 - That's the way home? - Yes, Bastian. 756 01:20:45,257 --> 01:20:46,966 The only way. 757 01:20:55,725 --> 01:20:57,893 You found courage. 758 01:20:59,646 --> 01:21:01,897 Bastian, you have. 759 01:21:02,065 --> 01:21:03,691 You've found courage. 760 01:21:03,859 --> 01:21:05,484 My father. 761 01:21:05,652 --> 01:21:07,069 That's his voice. 762 01:21:07,904 --> 01:21:09,905 Now make a wish from your heart. 763 01:21:16,371 --> 01:21:18,455 I wish to go home... 764 01:21:20,292 --> 01:21:21,917 ...and tell my dad... 765 01:21:24,045 --> 01:21:25,754 ...that I love him. 766 01:21:28,466 --> 01:21:30,593 Good luck, Bastian. 767 01:21:30,760 --> 01:21:32,469 Good luck! 768 01:21:34,931 --> 01:21:36,932 You can do it, Bastian. 769 01:22:29,235 --> 01:22:30,486 Bastian. 770 01:22:32,030 --> 01:22:33,447 Oh! 771 01:22:36,785 --> 01:22:39,119 - I was worried about you. - I'm sorry. 772 01:22:41,081 --> 01:22:42,331 You're back. 773 01:22:45,961 --> 01:22:49,004 - You helped me, didn't you? - You heard me? 774 01:22:50,131 --> 01:22:51,799 Of course I heard you. 775 01:22:53,760 --> 01:22:55,135 Bastian. 776 01:22:56,471 --> 01:22:57,846 I love you. 777 01:23:00,308 --> 01:23:03,310 I love you very, very much. 778 01:23:12,362 --> 01:23:13,904 I love you too, Dad.