Part One

(Opening shot: the city skyline during the day.)


Narrator: The city of Townsville! (Pull back and pan across the suburbs.) The picture of an average American town.

(A boy rides his bicycle down the street. Dissolve to a close-up of a pie cooling on a windowsill; a woman stands behind it.)


Narrator: Mom's hot apple pie. (Pull back.)

Woman 1: (waving) Hi, Billy! (Cut to the boy.)

Boy (Billy): Hi, Mrs. O'Hara!

(He rolls past a set of bleachers on the other side of a fence.)


Narrator: White picket fences.

(The spectators cheer; cut to the field on their side. A baseball game is in progress, but the boy playing left field is more interested in a butterfly flitting overhead.)


Left fielder: Wooooooowww...

Narrator: And baseball!

(The batter hits a fly ball that sails toward the boy and lands just behind him. The crowd groans. Cut to an American flag waving over a building.)


Narrator: Ah, yes. Typically American in every way.

(An alarm goes off, and the camera turns down to show the building as a bank, that being the Bank of the Imperial Garden. Three masked robbers back out the front door, with guns drawn and bags of money in hand. One of them laughs.)


Robber: Thanks for the loot, suckers!

(Pan left slightly to bring a waiting van into view; the men climb into its open back doors and speed off. Inside, they and the driver laugh over the heist; this last one has a mask on as well, but pushes it up for a better view.)


Narrator: Only one thing sets Townsville apart from the rest of America. (Blossom lands in front of the van.) Or should I say... (Bubbles and Buttercup join her.) ...three things!

Driver, robbers: (horrified) The Powerpuff Girls!

(The driver brings the van to a screeching halt, and all four men bail out to escape the Girls. The driver and the robbers run in opposite directions.)


Blossom: Oh, no! You guys go left. (Her sisters take off.) I'll take right.

(She stomps the pavement, creating a long fissure that extends toward the driver; the camera pans quickly to follow. He gets his foot caught in the end of the crack and tumbles headlong down the street, yelling in pain and surprise. Cut to the three robbers as they flee the scene, then to Bubbles and Buttercup in flight.)


Buttercup: Quick! Fastball Special!

(Bubbles literally bends over backwards to curl into a tight ball, and Buttercup grabs her and throws. She bounces along after them as they run o.c. Cut to a patch of empty space above the street; we hear a sound as of a bowling ball crashing into pins, and the robbers are thrown up into view and fall down again. Clean strike.)

[Note: This Fastball Special is slightly different from the version used in "Stuck Up, Up and Away," in which Bubbles was bounced off a cabinet to save Twiggy.]

(Dissolve to the getaway van, which is now being readied for removal by a police tow truck. Pan slowly across the scene to the sound of radio chatter. The robbers are being herded into a paddy wagon; one policeman has his gun trained on them.)


Policeman 1: That's right, keep it movin'.

(Stop on the girls standing with a second policeman in front of a donut shop.)


Policeman 2: (Irish brogue) Geez Louise, Powerpuff Girls. You done it again!

(A flash of light, and we see a black-and-white close-up of the girls with the same proud smiles.)


Narrator: Yes, the Powerpuff Girls!

(As he continues, pull back to show this as a photo on a newspaper page. The headline: "POWERPUFFS DOON IT AGAIN!" - the spelling chosen to capture the sound of "done" as spoken by the Irish cop.)


Narrator: And it is this extraordinary fact...

(Head-on view of the reader, the paper in front of his face. He sits in an office at a desk; behind him, through the window, the famous HOLLYWOOD sign is visible. We are in Tinseltown, also known as Hollywood in Los Angeles, California.)


Narrator: ...that has caught the eye of none other than Bernie Bernstein.

(When the name is spoken, the paper is lowered to reveal the reader: yellow-tinted eyeglasses, thin mustache, black beret, one eyebrow cocked, big fake smile. This is Bernie. Zoom in slowly on him during the next line.)


Narrator: Big-time Hollywood director/producer/agent!

(Around him, the scene dissolves to a speeding car; he is at the wheel. He picks up a cell phone, dials, and lifts it to his ear. He has the voice of a man who can hype the daylights out of the most commonplace event.)


Bernie: Donnie, set up a lunch with the Powerpuff Girls. Something quaint and expensive.

(Pan left slightly; a man sits next to him in the front seat - he bears no small resemblance to Don Shank. He too has a cell phone to his ear - this is Donnie, and he sounds like the quintessential yes-man, fitting for being Bernie's assistant for his plan.)


Donnie: Yes, sir. You got it, sir.

(Cut to outside the car, the camera pulled back across the street. The car rolls across the screen, with a series of tractor-trailers behind it. The first of these is labeled "CAMERA GEAR," followed by "LIGHTS" and "DOLLYS." As the Narrator speaks, the camera pulls back, and we see additional trucks: "STUFF & SONS," "JUNK," "MORE STUFF," "STUFFED JUNK.")


Narrator: Looks like Mr. Bernstein's got something big planned for our three little superheroes.

(Long shot of Townsville as the car and the trucks roll toward it.)


Blossom: (voice over) Well...who is he?

Professor: (voice over) I don't know. He said his name is Bernie Bernstein.

(Cut to the front seat of the family car. All three girls are buckled into the passenger seat.)


Blossom: And what did he say?

Professor: Well, not much. He said he's from Hollywood...

(Overhead view of a street, with a restaurant on one side. The car turns a corner and heads toward this.)


Professor: (from inside car) ...and that he's real excited to meet you guys. (Head-on view of the place; the car pulls up.) Now, don't worry, girls, I'm here to look out for you.

(Dissolve to inside the front entrance of the restaurant. The Professor and the girls approach the maitre d'.)


Maitre d': Ah, Professor Utonium! You're expected. (turning to lead them) Right this way.

(Cut to a pan across the room, which is done up in the style of some of the old Hollywood lounges: sedate, expensive, with leather seats encircling the wall tables. The patrons are very well dressed.)


Bernie: (from o.c.) Over here! (Camera reaches him; he is waving.) Over here!

(They stand nervously across the table from him.)


Bernie: Sit, sit!

(The girls ease across the seat one by one, the leather creaking beneath them, and the Professor follows. A large banana split stands before them. Camera stays on their side of the table.)


Bernie: (from o.c.) Eat, eat! (Pan to him.) It's good! (waving) Waiter! Waiter! More food!...Yeah, now.

(He looks toward them for a moment, then sighs contentedly and leans forward. He gestures expansively as he speaks during this scene.)


Bernie: Wow! Let me look at you! Can I just say... (His perspective, with his hands held up to frame the girls.) look great! (Back to him; he sighs again.) Life is so weird, right? Yesterday I was in L.A., and now I'm here. And already everything's going like this. (He folds his fingers.) And I can just tell it's gonna go like this! (He waves his hands.)

(The girls and the Professor stare wordlessly at him. Long silence.)


Professor: Um...what are you talking about, exactly?

Bernie: I'm talking about making movies! A Powerpuff movie!

(Bubbles, puzzled, cocks her head; Bernie's eyes dart back and forth several times, and he leans in a little closer.)


Bernie: And here's the catch. You three are gonna star as yourselves!

(Back to the girls on the end of this line. They cheer and applaud the idea; as they do, cut to the Professor, who seems a little wary.)


Bernie: (from o.c.) I saw the little article in the Times about the bank heist... (Back to him.) ...and it just clicked right here! (He snaps his fingers and taps his head.) And the wheels started turning. 'Cause think about it, there's three of you, so it wouldn't be that two thing, you know...

(Back to the Professor, still trying to get this straight.)


Bernie: (from o.c.) ...everybody's doing that two thing, know.

Professor: Huh? (A cell phone rings; back to Bernie with it in hand.)

Bernie: Y'ello. (Fast talking over the line.) Who?...Oh, hi. (He holds the phone at a distance for a second.) Oh, nothing, I'm just having lunch with the next three biggest stars in Hollywood...Sure thing, call you back. Buh-bye.

(He ends the call and turns his attention back to his lunch guests.)


Bernie: Where was I? (putting phone away) Oh, yes. Now I must warn you. You say yes to doing this movie, and you're gonna be rich, and you're gonna be famous. (Cut to the girls.)

Girls: Yes!

Professor: (from o.c.) Hey, wait a second! (Pan to him.) We need to think about this a little first.

Blossom: Aw, Professor! (Pull back; now all five are in view.)

Bernie: No, no, girls. (pulling them toward himself) It's your father's decision.

(Close-up of the Professor, who looks pleased - but his expression starts to melt as Bernie continues.)


Bernie: (from o.c.) And he alone knows what's best for his girls. But I tell you... (Back to him.) ...I certainly wouldn't want to be thought of as the type of parent who jealously holds his children back from fulfilling their potential.

(Now the Professor starts to look a little guilty; he turns his eyes down at the girls, who stare pleadingly up at him for a long moment. He starts to sweat, indecision making itself plain on his face, as Bernie's fixed smile and dead-steady eyes keep him pinned in place. The director pulls out a pen and clicks the button on its end.)


Bernie: Just sign here.

(He pushes a contract across the table. Pull back to show the Professor following the instructions, with the girls watching eagerly.)


Bernie: And here...and here... (Longer shot; pull back slowly.) And here...and once more here...

(Dissolve to the exterior of the girls' house at night, then to an overhead view of them on their bed. Camera zooms in slowly on them, rotating as it does so. They are lost in fantasies of stardom.)


Buttercup: Wow, our own movie!

Blossom: Yeah. And finally, we'll get the recognition we deserve.

Bubbles: And the premiere. (like a starstruck fan) Oh...maybe I'll get a chance to meet Leo!

Buttercup: And our name in lights!

Blossom: Starring Blossom. I'd get top billing, of course.

Buttercup: Says who?

Blossom: Well, I am the leader.

Buttercup: Nuh-uh! I'm just as important as you!

Bubbles: (giggling) Leo...

Blossom: Come on, Buttercup! I'm the only reason Mr. Bernstein is here.

(Side view of the bed, zooming in slowly toward the open door. All three are angry now.)


Buttercup: Hah! Oh, yeah? Wanna fight about it?

(In the hall, the Professor stands at the door with his hand cupped to his ear. The argument in the room starts to heat up, and he hangs his head. Cut to the exterior of Townsville Hall, with Bernie's car parked in front, and turn up slowly on the next line.)


Mayor: (from inside) Well, golly gee, Mr. Bernstein! You want permits to film in the Townsville Bank... (Cut to him at his desk.) ...and the use of all its money, and full police jurisdiction in a four-mile radius?

(Bernie sits across the desk from him and acts as if he has only asked to borrow a quarter so he can make a phone call.)


Bernie: So what's the problem?

Mayor: Well, it's...kind of a lot, isn't it?

Bernie: Look, Mr. Mayor. I understand how you feel. I mean, when Mr. S came to me with that big war picture and nobody would touch it, I had fears. I had doubts. But did I let that stop me from doing what I believed? (His perspective of the Mayor.) HECK NO! (Back to him.) And we knocked the pants off  'em with that one! And now...

[Note: This line refers to the film Saving Private Ryan, which was directed by Steven Spielberg.]

(Close-up of the Mayor.)


Bernie: (from o.c., reaching toward him), when I ask you... (picking him up, stroking his face), a truly beautiful man, with the class and charm of a young Edward G. Robinson...

Mayor: Oh! (giggling) Thank you.

(Bernie lets go of the Mayor; the little man drops like a rock. Now the director sits on the edge of the desk, his back to the camera.)


Bernie: ...who should probably be starring in this picture... (turning head back) ...and don't think that's not possible, that's very possible...

(The Mayor peeks up over the desk; now Bernie leans forward over it.)


Bernie: ...and now, now when I ask you... (kneeling) ...down on one knee...for a few lousy permits for a tiny little movie!

(The Mayor has watched him from atop the desk. Now he comes to life.)


Mayor: (jumping up) Oh, I'll do it!

(Cut to an outer office, where Ms. Bellum sits at her desk. The Mayor comes in.)


Mayor: Ms. Bellum, draw up the permits for Mr. Bernstein. (Her intercom buzzes.)

Bernie: (over intercom) Yeah, can we get some coffee too there, uh, Toots? (The Mayor ducks back in.)

(In the office, Bernie makes himself comfortable in the Mayor's chair. Cut to a greatly simplified shot of the Townsville skyline at dusk. Music begins to play - it sounds very much like the theme of the show "Entertainment Tonight" - and after a moment, a title in big gold letters floats into view: "TOWNSVILLE TONIGHT." It centers itself on the screen as the sky darkens to evening and the moon rises.)

(Cut to a couple of the tractor-trailers parked on a street, with a crew hard at work. A reporter stands in the foreground, holding a microphone.)


Reporter: Yes, folks, right here in our own backyard, our own piece of Hollywood. (Pan slowly right as he continues.) If you look behind me, you'll see all the cameras and crews setting up for the Powerpuff Girl movie.

(Stop on the Bank of the Imperial Garden. A camera has been set up on a boom outside. Cut to the lobby, in which spotlights have been set up. Bernie is talking with two of the tellers.)


[Dialogue/animation goof: The shoot location is different from the one stated by the Mayor.]


Bernie: So, how long have you two been working here at this bank?

Tellers: Um...about seven years.

Bernie: (walking away, camera following) Oh, you're gonna do just fine! (stopping by Donnie; to him) We're gonna need to hire some actors who look like real tellers.

(He starts away, the camera following again. Donnie switches on a bullhorn and speaks into it.)


Donnie: Okay, people, cast and crew only. Everybody out! (Bernie stops by a guard.)

Guard: Hey, let me know if you need anything.

Bernie: (calling o.c.) Donnie! We're gonna need a security guard too.

(Cut to just behind the Professor at home; this is a show he has been watching in the living room.)


Bernie: This guy stinks.

(The Professor's face registers disbelief and disappointment at what he has witnessed. He shakes his head sadly. Cut to the area outside the bank entrance, where a red carpet has been laid out. Eager spectators and press personnel crowd up to the cordons that have been strung along either side of this. The reporter is in the foreground.)


Reporter: Now if you look behind me, the Powerpuff Girls are just arriving.

(A limousine pulls up to the curb, and the passenger door opens. Blossom is the first to get out, walking o.c. along the carpet. Buttercup is next; she stops to address the crowd as Bubbles pokes her head out. All three wear yellow-tinted sunglasses. Flashbulbs start to pop all around.)


Buttercup: That's right! Who's the baddest?

(Inside the bank, Bernie is now chumming up to a fellow in a business suit - the manager.)


Bernie: Look. I know it's your bank and you're responsible, but we have to use the actual money for reality's sake. (Donnie comes up behind him.)

Donnie: Uh, sir, the girls just arrived.

Bernie: Yeah, thank you. Run along now. (Donnie does so; Bernie turns back to the manager.) I'll take full responsibility for the cash myself.

(On the red carpet, the girls are doing an interview with the reporter. They raise their voices to make themselves heard over the crowd.)


Buttercup: Well, as you know, I'm the toughest.

Bubbles: Yeah, but you're the worst actor. (Blossom smiles at this; Bernie walks up.)

Bernie: (to reporter) So, what do you think of my girls?

(Back at home, the Professor seethes with anger, but does his best to restrain himself.)


Professor: (low voiceHis girls. Hmph!

(Back to the red carpet.)


Bernie: You know, I've been telling them for years that they have natural talent.

Bubbles: (surprised) Hey! But we just met you yesterday.

Bernie: (kneeling, patting her head) All right, honey, the grown-ups are talking now. So you're gonna have to be quiet.

(Back at home. This remark takes the Professor completely by surprise. On the red carpet, the interview continues; Bernie laughs, but the girls no longer seem to be having much fun.)


Bernie: (to reporter) Kids...Where was I?

Bubbles: (to her sisters, whispering) But we did just meet him yesterday, didn't we?

Bernie: (kneeling to her, suddenly angry) I THOUGHT I TOLD YOU TO KEEP YOUR MOUTH SHUT!!

(That's the last straw. Back at home, the Professor is on his feet in an instant upon hearing that sudden outburst from Bernie. His face sets itself into the sort of angry and concerned look that only comes up when a parent feels that a child is being exploited.)


Professor: (voice shaking) Mr. Bernstein, we need to have a little talk.

(Back to the red carpet. Blossom and Buttercup shoot hostile glances at Bubbles.)


Blossom: Come on, Bubbles, you're gonna mess it up for everybody.

Buttercup: Yeah!

Bubbles: (sadly) Okay.

(Cut to the Professor piloting his car through the streets of Townsville at well over the posted speed limit as he rushes to the Bank of the Imperial Garden to confront Bernie over his outburst at Bubbles. The radio is tuned to a news broadcast; the voice is that of the reporter we saw before, and every word makes the driver angrier.)


Reporter: (on radio) And I'll tell you, the word is that this Bernie Bernstein is hot, hot, hot. (Close-up of the radio.) He is moving up the power list in Hollywood. Anybody want to talk about Bernie...

(The Professor reaches into view and turns it off. He rolls away, tires screeching, and pulls up at the bank. He gets out, slamming the car door as if wanting to crush Bernie's head between it and the frame, and stalks toward the front entrance. Camera follows him as he passes souvenir vendors, rubberneckers, and reporters, and reaches a security man standing behind a barricade.)


Professor: (threateningly) Listen, buster. I need to see Mr. Bernstein, and I mean now, see?

Security man 1: (smiling) Sure thing. (jerking thumb over shoulder) Just try his trailer out back.

Professor: Fine!...Thank you.

(He rounds the corner and stops short, surprised. Cut to a long shot behind him and turn up slowly; there are dozens of trailers parked at crazy angles in the back streets and alleys. Cut to him at the door of one of them.)


Professor: (knocking) Excuse me. Is Mr. Bernstei - 

(Pan quickly away from him across the forest of trailers. He is now o.c.; all the people who answer him are inside their trailers.)


Woman 2: Oh! No!

Professor: Pardon me. Have you -

Woman 3: No!

Professor: Hi. Have you seen - (A man screams.)

Man 1: No!

Professor: Excuse me. I'm looking -

Man 2: Sorry, buddy.

(Stop on one trailer far down the line. The Professor trudges wearily into view and raises his fist to pound on the door, but the sound of Bernie's voice freezes him in place.)


Bernie: (from inside, reverberating slightly) This has got to be the greatest scam we've ever pulled! The people of Townsville have got to be the most gullible bunch of saps I've ever seen!

(Inside, he relaxes on a couch while Donnie sits in a chair.)


Bernie: As if anyone would really be interested in making a movie about the Powerpuff Girls!

Donnie: (giddily) I love how you told them you needed to use the real money for reality's sake! (He laughs.)

Bernie: (laughing) Gosh. How I'd love to see their faces when they find out that there is no movie, and it was all just a big scam to steal the bank's money. (Both laugh gleefully.)

Narrator: Oh, no! Bernie Bernstein a fraud? And I was promised a part in that movie!

(Outside the trailer, the Professor still has his hand raised to knock, although he held them together when he heared Bernie talking, but his fist has uncurled and his fingers hang limp. He turns his face toward the camera - the shock of this overheard revelation has contorted his facial features into an almost unrecognizable visage.)


Narrator: Well, Professor, what are you gonna do?

(Fade to black.)

Part Two

(Opening shot: Stanley Whitfield at the news desk, with a graphic of the girls in their standard end-shot pose next to him.)


Whitfield: Back to our twenty-four-hour live coverage of the Powerpuff Girls movie.

(The graphic is replaced by the Mayor being worked on by a make-up artist. Zoom in slowly on them as Whitfield continues; the movement puts the anchorman out of view.)


Whitfield: Joining us now with an exclusive interview, live on set from his dressing room...

(The view now fills the screen.)


Whitfield: (voice over) ...the Mayor of Townsville. (The make-up artist walks o.c.) So, Mr. Mayor, will this be your first experience with acting?

Mayor: (snorting) Oh, no. I studied acting for years.

Whitfield: (voice over) Oh, really? Where?

Mayor: Townsville Elementary School. (Donnie walks into view.)

Donnie: Mr. Mayor, they're ready for you on the set.

Mayor: (to the camera) Oop, gotta go!

(Cut to the rear corner of the bank, with the trailers parked behind. A spotlight is set up near them. The Professor staggers into view, his hand to his forehead and a look of total shock on his face from hearing the truth straight from Bernie and Donnie themselves. He stops by the spotlight and looks up, and his face rearranges into a look of hope. What he sees are two youngish policemen, one blond and the other with a mustache, taking it easy. One of them lounges against a squad car. The Professor smiles; cut to a close-up of these two.)


Professor: (running into view) Hey! Boy, am I glad to see you. Something terrible's happening... (His perspective of them; they trade a puzzled look.) ...and I need to get in touch with the Powerpuff Girls! (The whole group.) You see, the whole...

(The blond fellow cuts him off; as soon as he speaks, two things become abundantly clear. One, he is not from around here. Two, he is not a policeman.)


Blond "policeman": Whoa, whoa, whoa, buddy, slow down. First of all, we're not cops, we're actors...we're working on the movie, and secondly, you ain't gonna find no cop around here for about four miles.

(The Professor's face falls at the news. Cut to the bank lobby; Bernie is going over the script with the girls. Bubbles seems a bit distracted.)


Bernie: All right, girls, pay close attention, this is how this shot's gonna work. You three'll come in through the breakaway wall right there.

(On the end of this line, pan to a spot where the masonry has been cut away. Two men are filling it in. Back to the group.)


Buttercup: Breakaway? Ha! We don't need a breakaway wall. (The girls look at Bernie for a moment.)

Bernie: Right. (They shrug at each other.) So, like I said, you three'll come through the breakaway wall. (indicating locations) You'll zip over here, do the little fight thing with the stuntmen here, yadda, yadda, yadda, and then...oh. (calling o.c.) Donnie! Bring in the Mayor!

(Cut to Donnie, who is carrying the Mayor out in front of himself. Camera follows him.)


Mayor: Hey, I don't even have my script yet!

Donnie: Know what?

(He stops at the counter and sets the Mayor down.)


Donnie: (whispering) Don't worry about it. (He walks o.c.)

(A gun is promptly stuck into the Mayor's face; pan right slightly to show it in the hand of an actor dressed as a masked robber.)


Bernie: You guys all set?

"Robber" 1: (giving thumbs-up) Yep!

Bernie: (to girls) Okay. They gag and take the Mayor hostage, and you let 'em go. Any questions? (This surprises them.)

Blossom: Let them go? Uh... (small cough of shock) ...we just can't let them go.

Bernie: (kneeling to her) Now relax, hon, you're gonna get 'em in the next scene. Trust me, babe, it'll be a long movie.

(Cut to outside one of the bank's windows. A large, impassive security man stands in the foreground with his arms crossed and a no-nonsense attitude. Behind him, the Professor pokes his head around the corner and eases up. He crosses his arms as well and adopts a knowing smirk. A few seconds pass, during which the security man looks at him out of the corners of small, heavy-lidded eyes.)


Professor: Um, hi. (Pause.)

Security man 2: How's it goin'?

(The smirk disappears from the Professor's face; now he whistles idly for a bit before speaking again.)


Professor: So, they...shooting the...Powerpuff Girls movie in there?

Security man 2: Uh...yeah.

(The Professor smiles broadly at him for a few seconds and flips a thumbs-up, but this has no effect. His expression fades into frustration; he turns away and thinks a bit. Another few whistled notes.)


Professor: You know, I, um...invented the Powerpuff Girls.

Security man 2: (smiling) Really?

Professor: Yeah. You know, in my lab at, uh... (pointing o.c. with thumb) ...home.

(The smile fades from the security man's face.)


Professor: (to himself) What?

(Another few seconds of tense silence.)


Professor: (to security man) So, you gonna let me in?

Security man 2: Nah.

(Inside, Bernie is sitting at a camera and checking the view through it; the gears inside are turning. Other crew members stand behind him.)


Bernie: And...action!

(Cut to the breakaway section of the wall as he says this. It falls in, revealing three bewildered girls on the other side. They do not move for a few seconds.)


Bernie: (from o.c.) Okay, girls...NOW!

Girls: Oh! (They jump inside and tense for battle.)

Blossom: (as if reading a cue card) Hey, you bad guys! Prepare to get black eyes! (normal voice) Um, Bernie? Can we try that again? It just didn't feel organic.

(Bernie's camera stops rolling, and he puts his hand to his eyes and groans. This is going to take a while.)


Bernie: Yeah, sure, why not?

(Cut to the parking lot. The Professor stands in the foreground and is thinking very hard; behind him is a trailer with a big sign on its roof: "CASTING." People are crowded around. He looks in that direction as an idea begins to form in his mind.)


Professor: Hmmm.

(Zoom in slowly on the trailer and dissolve to its interior. The Talking Dog sits on a pillow on the floor and speaks to a brown canine next to him; the Amoeba Boys are at a distance. Bossman and Skinny Slim are studying scripts.)


Talking Dog: Look, there's only one part for a dog in this picture, and... (Pan slowly across the room; he lets off a disdainful little cough.) ...I talk.

(As the pan continues, we see Mojo Jojo and Ace, he of the Gangrene Gang, also going over lines. Ace's buddy Little Arturo talks on a cell phone. The Professor sits on a couch at the far end of the room. The casting agent summons him.)


Casting agent: Professor Utonium?

(Dissolve to the two of them in her office, with her at a desk and him in front of it. He has a clipboard in hand and is eyeing it nervously.)


Casting agent: All right, whenever you're ready.

Professor: (woodenly), save me?

Casting agent: (laughing, then grimacing) Great, that was really good. (smiling) But we're actually only looking for a woman at this time, thank you.

(Defeated, the Professor shuffles out of the office. Cut to the bank lobby, where one of the "robbers" is brandishing a gun. We hear the camera rolling. Only the man's voice indicates that he is a different individual from the one seen earlier.)


"Robber" 2: (as if from cue card) Get eat lead!

(Pull back slightly; Buttercup floats in front of him. A moment of silence.)


Buttercup: (whispering) Now?

Bernie: (from o.c.) Yes, yes!

Buttercup: (as if from cue card) You picked the wrong day to mess with this sister...mister!

(She knocks the man to the ground and smiles. After a moment, Bernie clears his throat.)


Buttercup: Oh, yeah. (She lands by her sisters; Blossom groans disgustedly.) What?

Blossom: I just don't think you should say that line.

(The camera shuts off, and Bernie leans away from it with a weary look. It is clear that the Girls are making the success of his little scam a lot harder than it needs to be.)


Bernie: Uh, you're not supposed to think, you're supposed to act.

Blossom: Bernie, I'm not comfortable with Buttercup saying the "sister-mister" line. I'm the leader. I should say it.

Bubbles: Well, I don't have any lines, and I'm the cutest and the favorite! (Buttercup groans loudly.)

[Note: This line may have been determined by the now-infamous Powerpuff Popularity Contest held by Cartoon Network in the spring of 2001. Viewers were invited to submit votes for their favorite of the three girls. Bubbles came in first, Buttercup second, Blossom third.]


Buttercup: I can't work like this! (She storms o.c.; Bernie resigns himself.)

Bernie: Okay...I guess we'll take a five-minute break.

(Wipe to behind two tellers at the counter. Their backs are to us; one is a man, while the other is a woman with curly red hair and a matching dress. Her legs are unusually hairy, however. Donnie is giving them directions.)


Donnie: In this next shot, you're gonna play the tellers in the background. The action's gonna take place here in front of you, and the camera will be behind me... (pointing over shoulder) ...there. So just try and act natural, and don't do anything too...distracting. (giving thumbs-up) Okay? You're gonna do just fine. (He walks o.c.)

(Head-on view of the two actors. The one in the red dress is actually the Professor in disguise; he wears yellow-tinted glasses, earrings, and lipstick in addition to the wig. His outfit exposes a swath of chest hair that has apparently eluded Donnie's attention to the Professor's cross-dressing to get close to the Girls and Bernie to expose the scam.)


Professor: (to himself) Nothing too distracting, huh? We'll see about that.

Male actor: What's that, Toots?

Professor: (high voice) Oh, nothing, dear.

(Bernie is now ready to go again with resuming completing his scam.)


Bernie: Places, everyone! Powerpuffs? (They walk into view.) Feeling better, Buttercup?

Buttercup: (irritated) Yes, Bernie.

Bernie: Good, all right. Action! (The camera rolls.)

(The Mayor is back on the counter where Donnie put him, and is being held at gunpoint again, now by the second "robber." The girls hover across the room from them and the "tellers.")


"Robber" 2: (as if from cue card) Come any closer, and the Mayor gets it!

Professor: (stage whisper) Blossom!

Blossom: (as if from cue card) Oh, no! It looks like they're gonna get away with it, girls!

Professor: (stage whisper) Blossom!

Blossom: (whispering, to him) What are you doing here? (Back to Bernie, visibly put out at this latest interruption to his plans.)

Professor: (from o.c., whispering) Blossom, there's something very wrong going on here.

Blossom: (from o.c., whispering) Why are you dressed like a woman? (The camera stops, and Bernie snaps in frustration.)


(Everyone stares at him in stunned silence for a moment. The Professor breaks it.)

Professor: I'd be glad to! You, sir, Mr. Bernstein, are a fraud, a fake, a con artist! (stepping out from behind counter) And I, for one, am not the type of man who will stand by and let a crook - (passing "robber") ...excuse me - a crook like you... (Close-up of the bewildered Mayor; he continues o.c.) ...steal from the good people of Townsville!

Mayor: By golly, she's good! And cute, too. (He laughs and growls softly. Back to the Professor.)

Professor: And I, sir, am not the type of man who would let a creep like you exploit his children! (flipping hair on wig) Hmph!

(The girls look from him to Bernie, who dips his head and clicks his tongue sadly. Obviously, it will take more than that from the Professor to expose his real intentions.)


Bernie: Oh, Professor. Why didn't you just say something? I mean, if you wanted to be in the move so bad, all you had to do was ask...instead of trying to embarrass me, and frankly yourself, with these wild allegations.

Girls: Aw, Professor!

Professor: What?! Don't listen to him! I'm telling you, it's all a con!

Bernie: Dr. Plutonium, please! If you are quite finished, we have a lot of work to do.

(He pounds the side of his camera on the word "work." After a moment, it swings open on hinges. There is no film inside; the revelation causes Bernie to start in surprise as he realizes he just exposed part of the truth regarding his con-artist plan.)


Professor: Look! See? No film in the camera! (running to it) See, no film! (laughing hysterically) There, I gotcha! You can't make a movie without film! Fraud! Fake! Con man!

(Bernie laughs nervously for a bit before coming up with an answer to try and save his scheme.)


Bernie: We're, uh, rehearsing. Y-You don't use film for rehearsal. (laughing briefly) So back off. (He waves the Professor away.)

(The girls look disappointedly at their father figure, who glances around the room, trying to find another means to prove Bernie's a fraud, and finally lights on a copy of the movie script that has been left on a chair. Picking it up, he leafs quickly through it and holds it open toward us. The pages are blank.)


Professor: (nearly unhinged) Look! See? It's blank! No script! How do you make a movie with no script?!

(Cut to behind him; he is holding the empty book toward Bernie.)


Bernie: (laughing, walking to girls) Script? Who needs a script? We're going for, uh...uh, cinema vereeti...(walking o.c. past them) ...a reality kind of thing. (Back to the Professor; he continues o.c.) You know what I mean?

[Note: Bernie corrupts the French term "cinema verite."]


Professor: (pleading) Girls, please. You've gotta believe me! I heard him myself.

(The girls hover silently for a few long seconds, trying to decide whose story to accept.)


Bubbles: (softly) I believe you, Professor.

(Cut to the counter. Bernie leans against it, not at all concerned that his scam is falling apart thanks to the Professor; the Mayor is still perched on top, and the "robber" stands at ease, with his gun still in hand.)


Bernie: Hmph. Bravo, Professor. Valid points, all. But... (walking to "robber") ...if this weren't a movie shoot, but a "heist," as you say... (taking gun) ...may I borrow this, son? (pointing it into air) If this were actually a heist, then wouldn't this gun instead have real bullets, hmm?

(He pulls the trigger three times, and three real bullets crash into the ceiling and send bits of tile raining down. Now Bernie's phony-baloney tone is gone - he means business.)


Bernie: All right, nobody move!

(The Professor screams; Bernie scoops the Mayor up under his free arm.)


Bernie: Okay! Me and the Mayor are gonna take a little ride. (backing away) So don't do anything stupid! (He zips o.c.)

Bubbles: The Mayor! (The girls do likewise.)

Professor: Girls! (He runs after them.)

(Cut to the sidewalk, where the blond actor/policeman is still leaning against the squad car. Its door is open.)


Bernie: (running into view) 'Scuse me, I'll just be taking this.

(He climbs in and pulls the door shut, and the car roars off with Bernie having turned on its lightbar and siren.)


Blond "policeman": (calling after him) Hey, we're not supposed to shoot the chase scene for another hour!

(The girls fly into view and down the street, and the Professor runs up as well.)


Professor: Which way did they go?

Blond "policeman": (pointing) That way!

(Cut to a side view of Bernie in the driver's seat, with the car's siren blaring and lightbar blazing. The Mayor pokes his head up over the windowsill.)


Bernie: Hang tight, Mayor.

(A street corner. The car rolls out from between two buildings and takes it in a tearing skid; the girls barrel out after him; the Professor gives chase on foot several seconds later. Now Bernie hurtles down the street, swerving back and forth to dodge traffic, with the girls in hot pursuit. He looks out the driver's-side window, pulls his gun, and shoots back at them; each girl dodges one bullet, with Blossom doing the splits to avoid hers. The Professor continues his foot chase. Bernie races along, his attention focused more on the girls than the road.)


Mayor: Eh...Bernie?...Bernie?

Bernie: WHAAAT?!

(The car crashes into a fire hydrant, sending up a geyser of water over the wrecked cruiser's lightbar, and the girls land behind the rear bumper. Bernie opens his door and leans partway out. The girls take things carefully, knowing Bernie is still armed and dangerous.)


Blossom: (as the girls step slowly forward) Easy, Bernie. Don't do anything stupid.

(He is now out of the car and holding his gun on the Mayor.)


Bernie: (shaking, stammering) Nobody move, or the Mayor gets it!

Mayor: Cut! (grabbing gun) Come on, not like that! Give it some feeling, like this!

(He jumps onto the driver's seat and brandishes the gun. Now he does an impression of Edward G. Robinson, complete with nasal snarl - if you remember how Bossman sounded in "Crime 101," you have the general idea.)


Mayor: All right, see? Nobody move, or the Mayor here gets it, see?

(Pan from him to Bernie, who starts to sneak away from the scene. He barely gets one step away before he runs flat into one very angry Professor. He looks up and gives his best ingratiating smile - but it has no effect. Bernie slowly peels loose and falls to the pavement.)


Bernie: Look, Professor, baby! I can explain! (His perspective.) It's not what you think, man! (The Professor cocks his fist back.) Can we talk about it, please? No! (Back to Bernie.) No!

(The Professor's fist sails toward his face; a flash of light, and his glasses are shattered. He falls away, leaving his cap spinning in the air for a moment before doing likewise.)


Girls: All right!

Professor: (authoritatively) And that's a wrap, Mr. Bernstein! (They fly up to him.)

Girls: Professor! You did it!

Bubbles: Oh, Professor, we're sorry...

Buttercup: ...for letting ourselves get so sucked into that dumb movie stuff.

Blossom: I mean, what a dumb idea to make a Powerpuff movie.

Professor: (smiling) Well, yeah. That was a dumb idea. But this...this would make a great movie. The Powerpuff Girls movie about the making of the Powerpuff movie! And I'll arrive at the end with the finishing blow, showing off my awesome physique. (Zoom in slowly on him as he continues.) Of course, I'll probably have to work out a little and hit the tanning salon, get my gray touched up at the temples... (He chuckles.)

(The background for the end shot comes up.)


Narrator: (wearily) Oh, brother. So once again, I guess the day is saved thanks to the...

(The Professor appears, still wearing his disguise.)


Narrator: guy in the dress. Ugh...he looks just like my mom!

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