Universal Pictures and Metro-Goldwyn-Mayer Present

A Don Bluth Film

A Gary Goldman Proudction

A long taper lights a candle. We see two gnarled hands dip a pen into a pot of ink, and begin to write in a book.

Writer: Jonathan Brisby was killed today whille helping with a Plan. It is four years since our departure from NIMH, and our world is changing. We cannot stay here much longer. Jonathan was a dear friend. I am lost, knowing how to help his widow. She knows nothing of us or the Plan. Perhaps best that I do nothing at present. I shall miss him.

With a flourish, the speaker signs his name: "Nicodemus".

CUT TO: The gnarled hands cradled an amulet. It is a round red stone set in a gold base. We see Nicodemus' face dimly reflected in the stone.

Nicodemus: Jonathan, wherever you are, your thoughts must must confront her tonight. She'll be waiting, and you will not return.

Nicodemus places the amulet into an ornate box, and closes the lid.

Nicodemus: friend.



Fievel Mousekewitz as Billy the kid uses his two guns to shoot at the Cactus Cat Gang. [Gunshots]

Cactus Cat Gang; [Yelling]

Mama: Fievel, your supper's ready. [Echoing] Ready, ready, ready.

Fievel: Ouch!

Mama: Fievel! Fievel!

Tanya: Somewhere out there. Beneath the pale moonlight. Someone's thinking of me. And loving me... [Splattering] And loving me... [Splattering]  And loving me...

Man: Shut up!

Tanya: Papa, they're throwing fruit and vegetables at me again.

Papa: Keep singing. Maybe they will throw some fruit for dessert.

Mama: Another night without cheese.

Fievel: Yee-haa! Howdy, Mama. I come to rustle me up some grub.

Mama: Where have you been, Fievel? You're late.

Fievel: Sorry about that, Mama.

Papa: I thought things would be better in America. In Russia, my violins were famous. We never went hungry.

Fievel: Maybe Tanya should sing again.

Tanya: Very funny. You'll see. Someday I'll be a big star. People will come from miles around.

Fievel: Yeah, to eat (Laughing).

Tanya: Mama!

Mama: Fievel...

Suddenly a train was passing by.

Mousekewitz:[Gasping] [Grunting]

Papa: They call America the land of opportunity. Opportunity for what? For children to play in the filthy streets? To never see the sunshine? Fievel's birthday is coming... and we don't have enough money for presents.

Fievel: Oh, Papa, I don't care. Tanya: I could sing in front of the gift shop. - Maybe they'll throw presents.

[Fievel, Tanya, and Papa Laughing] Papa: How blessed I am to have such fine children. Maybe things will get better.


Fievel: Tiger? Tiger! (Gasp)

Tiger: [Sobbing]

Fievel: Hey, Tiger, Why are you crying?

Tiger: Hi, Fievel. I was crying because Miss Kitty left New York to Green River (Sigh)

Mouse # 1: Cat Attack!


Mouse # 2:Cat attack!

Mouse # 3: Cat attack!

[Yelling And Screaming]

Cat R. Waul: Pay attention. Keep it clean and tidy; plenty of violence, but no eating. Right. Carry on, chaps.


Mama: Fievel! Fievel! Get in here with the family!

Catcus Cat Gang # 1: Peekaboo. [Laughing]

Fievel: Why, those no-good ornery varmints.

Papa: Fievel, my son. Come back!

Mama: Oh!


Papa: Oh, thank heavens.

Fievel: I forgot my hat.

[Wicked Laughter]

Papa: Fievel, come back.

One-Eye: Hee-ya.

Papa: Fievel! Fievel, my son, come back! [Yelling]

Tanya: Da... Da-da!

One-Eye: Huh? - [Mama and Tanya Gasping]

Oye-Eye: Heh-heh-heh! Hee-heh-heh!

Fievel: I see you're missing an eye. Now this makes it a fair fight.

One-Eye: Yeah?

Fievel: That's right. I'm talking to you, fur head.

One-Eye: [Growling] Fur head?

[Fievel Gasping]

One-Eye: I don't care what the boss says. This mouse is lunch. Heh-heh-heh-heh!

Tiger: I don't think you should have said that, Fievel!

Mama: Run! Run, Fievel!

Fievel: Oh, no.


Papa: For your life, Fievel, run!

Tiger: Wait for me, Fievel!

Fievel: Mama, Tanya, get in!

Tanya: Fievel!

Fievel:Papa, get in!

Papa: Everybody, together, run! Run!

Cat R. Waul Jolly, jolly good. Now for my part.


Tiger: Well, that was fun!

Fievel: Let's go on that ride again.

Mama: Where did I get such a son?

[Male Voice] Why, howdy, fine mice. I'm in desperate need of help y'all. It seems I've come into possession of railway tickets to Texas. Tickets to sunshine that I will be unable to use. Surely there are some of y'all... looking for a little elbow room, y'all. Now, I ain't gonna lie. There are problems in Texas. There's a lot of bright sunshine and fresh air. But after these opulent, aromatic sewers, that might be... upsetting for you all, you all, y'all, sorry.

Mouse # 4: I'll take one.

Mouse # 5: I'll take 15.

Puppet: Now just hold your horses one minute, y'all. There's plenty for everyone, yes, sirree.

Female Mouse # 1: Are there any cats in Texas?

Puppet: There certainly are. If you have prejudices... against cats you better stay put. On the frontier cats and mice help each other. (Up on the top of the sewers it was Cat R. Waul pull the strings of his muse puppet.)

Cat R. Waul: (using the voice of the puppet) The anointed leader of cats, Mr. Cat R. Waul, is the most enlightened, intelligent, sophisticated, charming, non-narcissistic, debonair, suave, dashing, renaissance cats you could... ever wish to meet. Too bad there aren't any desperadoes left to round up. Hee-hee-hee!

Mouse # 6: I'll take a ticket.

Female Mouse # 2: Three tickets, please.

Puppet: Don't push, please. Plenty for all.

Mouse # 2: Three tickets.

Puppet: Three for you, jolly good.

Fievel: Come on, Papa. Let's go.

Tiger: Yeah, let's go to Texas!

Mama: There is opportunity in Texas.

Tanya:Maybe they have a better appreciation of singers out there.

Papa: So what are we fiddling around here for? Let's go to Texas partners!

Cat R. Waul: Jolly, jolly good. Anybody still like some tickets, y'all? [Meowing]


Mrs. Brisby: Mr. Ages? Mr. Ages, is anybody home?

Mr. Ages: Go Away!

Mrs. Brisby: Mr. Ages!

Mr. Ages: What is it?

Mrs. Brisby: Mr. Ages, may I please speak to you?

Mr. Ages What!?

Mrs. Brisby: I said may I please speak...

[Mr. Ages Coughing]

Mrs. Brisby: (Gasp) ...with you. Oh thank goodness, I'm so glad your home.

Mr. Ages: (Coughs) Confounded machine!  You never know when is going to up and blow!

Mrs. Brisby: Yes, I don't suppose you would remember me...

Mr. Ages: Yes, you're Mrs. Brisby. And I'm sorry about your husband's death. Now if you excuse me...

Mrs. Brisby: Mr. Ages!

Mr. Ages: Great Jupiter woman, what do you want?

Mrs. Brisby: Mr. Ages I know you don't like visitors but this is an emergency! Please!


Mr. Ages: Ma... (coughs) Madam, that is an emergency.

Mrs. Brisby: Oh Mr. Ages, I'm so bored.

Mr. Ages: Bored? Why don't you go home and get some rest?

Mrs. Brisby: No! No, I just need a vacation!

Mr. Ages Well, I suppose I could fix up something...

Mrs. Brisby: Oh thank you!

Mr. Ages: Follow me, but don't touch anything! Understand?

Mrs. Brisby: I don't appreciate it...

Mr. Ages: Why do you need a vacation?

Mrs. Brisby: Because my family and I would go to town of Salem, Texas, where we can have a nice time.

Mr. Ages: Salem, Texas you say? Well... Are you sure?

Mrs. Brisby: Yes I am.

Mr. Ages: Do you really want to go?

Mrs. Brisby: Yes.

Mr. Ages: Now step inside, but keep your hands to yourself! I'm right in the middle of... something ver important.

Mrs. Brisby: I understand.

Mr. Ages: Oh do you? Look at this mess...(seeing a dragonfly flying away and making a ladybug go away) Oh, shoo, shoo, go on! (clearing his throat) All you have to do is pack up, take your children with you and be onyour way.

Mrs. Brisby: Why thank you sir.

Mr. Ages: Oh and one more thing, ask your crow friend Jeremy for flight to Salem.

Mrs. Brisby: I'll do it.

Mr. Ages: Then go to it. Now you must excuse me... You know the way out.

Mrs. Brisby: Oh of course, thank you once again...

Mr. Ages: Shoo shoo shoo. Go on now Go on.

Mrs. Brisby: Thank you so... (door closes) much. Goodbye. (turns to leave)

Meanwhile at the New York train station.

Papa: Hurry, Mama. The train won't wait.

Mama: I'm sure we forgot something. Let us see. We have your violin tools, pots and pans, your pipe, the tail curler, whisker comb... and grandpa's cheese knife. I hope we have everything.

Papa: Don't worry. It will be wonderful.

[Train Whistle]

[Mouse Actress] Alas, poor Yorick. I knew him well.

[Opera Singing]

Tanya: Look, Mama, an actor and a singer.

Mama: Tanya, stop that. You shouldn't stare at the less fortunate then yourself.

Mouse Train Conductor: Last call, all passengers bound for Altuna, Akron, and Salem, Texas.

Fievel: I'm sorry, Tiger, you're way too big to get inside with us.

Tiger: Aww that's okay, Fievel, I'll go in the cargo box with some luggages.

Fievel: Okay. see when we get to Texas.

Tiger: You too.

Train: [Whistle] Way to Texas, way to Texas, way to Texas, way to Texas.

Train: Way to Texas, way to Texas.

Fievel: Are we in Texas yet?

Mama: Very soon, Fievel.

Opera Singer: (Singing) Life in New York City it's full of dread and fuss, Our dreams are waiting west there's room for all of us.

Old Mouse: The streets are paved nuggets all of purest gold, Soon we'll be millionaires...

Mouse Seller: Boy, have I been told.

[Train Whistle]

Town Mouse # 1: No garbage and no landlord foulin' up the air.

Female Town Mouse: No crooks or politicians to strip our cupboards bare.

Town Mouse: We'll ride roaring rivers Turn wilderness to towns, Our dreams will take us up and never let us down.

All Mice (Singing) Way to Texas, there's room for dreamin'. There's wide open spaces to see. Way to Texas, the sun's always beamin'. We'll be everything we can be.

Mouse # 5: The nights are filled with dancing lasting 'til the day. Days are filled with singing Work is just like play.

Other Male Mice: We'll banjo, fiddle We'll guitar, spoon.

All Mice: (Singing) Everywhere we go out there we'll play this rousing tune. 'Cause way to Texas we'll build a new nation, We'll grow all the way to the sky. Way to Texas there's all of creation, We'll do and we'll never say die, Yee-Haw! Way to Texas we'll build a new nation, We'll go all the way to the sky, Way to Texas there's all of creation, We'll do and we'll never say die.

Train: Way to Texas, way to Texas, way to Texas, way to Texas.

As the train arrived in Salem, Texas it stopped. And Tiger woke up.

Tiger: Mother always wanted me to be on the stage. I wonder where we are?

Tiger came out of the cargo box and saw Fievel and his family got off.

Fievel: Hi, Tiger.

Tiger: Hey, Fievel, Where are we now?

Tayna: We're in Texas.

Tiger: Oh yeah.

Mama: What do you think this is, Papa?

Papa: Well, Mama, this is what the land of opportunity looks like...

Town Mouse # 2: Over here, over here.

Town Mouse # 3: Hey, you, this is my place.

Town Mouse # 1: This is my place. Wanna buy it?

Fievel: Mama, Papa, If it's okay with you that I like look around.

Mama: Okay, but don't you wander off to far!

As Fievel takes a look around, he saw Mrs. Brisby and looked at her.

Fievel: Hi, ma'am.

Mrs. Brisby: Hello.

Fievel: My name's Fievel Mousekewitz.

Mrs. Brisby: Hello, Fievel. My name is Miss Brisby.

Fievel: Um...Mrs. Brisby? May I try on your amulet?

Mrs. Brisby: Why, certainly. May I try on your hat?

Fievel nodded, and handed his hat to Mrs. Brisby as Fievel tried on her amulet.

Fievel: It's pretty....

Mrs. Brisby: Why thank you.

Mama: Fievel!

Fievel: Coming, Mama! Bye, Mrs. Brisby!

Fievel ran off to rejoin his family, as Mrs. Brisby waved farewell, before running into a Tiger.

Mrs. Brisby: My goodness!

Tiger: Hi, My name's Tiger.

Mrs. Brisby: Are you Fievel's...

Tiger: Friend? Of course I am!

With that, Tiger raced off.

Mrs. Brisby: A cat and mouse being friends...what are the odds... (seeing her 4 children, Timothy, Martin, Cynthia, and Teresa Brisby. Martin and Timothy were her sons, while Teresa and Cynthia were her daughters).

Martin: Beats me.

Teresa: Cats and Mice used to be enemies all the time.

Mrs. Brisby: They did?

Teresa: Uh-huh.

Mrs. Brisby: Well as the four of you know that I met a young mouse from Russia, His name is Fievel Mousekewitz. He gave me his hat and I gave him my amulet just as Fievel came to Texas with his mama, papa and two sisters named Tanya and Yasha. (showing them the Mousekewitzes found a new home.)

Timothy: So I see.

Martin: What next?

Mrs. Brisby: Then I ran into an orange cat named, Tiger, and he raced off until you children showed up

Teresa: I can hardly wait to meet the Mousekewitzes.

Martin: And Tiger too.

Cynthia: Me too.

Timothy: I agree.

Mrs. Brisby: Do you think so?

Timothy: Well, when I was sick with pneumonia, I had to stay indoors for three weeks.

Cynthia: Yes, and now he's fully recovered.

Mrs. Brisby: So I've noticed. But since the beginning of time, your late father, Johnathan, died, the National Institute of Mental Health injected Johnathan, as well as some various rats and mice with something that had boosted their intelligence, and elongated their lifespans.

Teresa: Wow that was quite a story mother.

Mrs. Brisby: Thank you, Teresa.

Suddenly they heard a laughing sound the sewers.

Martin: Hey you guys listen, I hear something down near the sewers.

Teresa: We hear it too.

Cynthia: I wonder what's going on.

Mrs. Brisby: I'll go down and find out. Martin stay here with Cynthia and Teresa. And Timmy you come with me.

Timothy: Right behind you, mama.

Mrs. Brisby and timothy went down the sewers and see what someone was up to through the gates. It was Cat R. Waul and the Cactus Cat Gang.

Cat R. Waul: Gentlemen, Today is the day we get what we want: (showing a photo of a dead mouse between a bun) Mouse-burgers!

Cactus Cat Gang: MOUSE-BURGERS!

Cat R. Waul: Can I hear you!?

Cactus Cat Gang: MOUSE-BURGERS!


Cactus Cat Gang: MOUSE-BURGERS!!!!!

Cat R. Waul: And we are going to do it... With THIS! (revealing a giant mousetrap).

Mrs. Brisby: Oh my...

Timothy: We have to warn the Mousekewitzes! Fast!

Mrs. Brisby nodded in agreement, and they ran off.

Cat R. Waul noticed this.

Cat R. Waul: Mr. Chula, if you may.

Chula: Yes sir.

Timothy noticed the spider.

Timothy: RUN!

and both Timothy and Mrs. Brisby made a break for it. T.R Chula was fast, but Mrs. Brisby and Timothy made it out alive

Chula: Consarnit!

Tereas: Mama!

as she and Cynthia hugged Mrs. Brisby.

Cynthia: Are you and Timmy OK?

Timothy: We're shaken, but fine...

Mrs. Brisby: Those vile cats are going to turn the mice in Texas into mouse-burgers!

Teresa: Oh my...

Martin: We have to warn Fievel and his family!

And the Brisby family rushed off to warn the Mousekewitzes at their new home.

Mrs. Brisby: Fievel!

Fievel: Mrs. Brisby? what are you doing here?

Mrs. Brisby: No time to explain, I like you, you mama, papa, Tanya and Yasha to meet my sons and daughters, Martin, Teresa, Cynthia, and Timothy.

Tanya: Nice to meet you all.

Teresa: Same here!

Mama: So you're and the Brisby family, Fievel told us about.

Cynthia: Yes, Mrs. Mousekewitz. We sure are.

Papa: What are guys doing here, and what's all the commotion?

Mrs. Brisby You're all in great danger, The evil cats are up to something!

Mousekewitz: CATS!?

Martin: Yes, and their boss goes by the name of Cat R. Raul.

Teresa: Timmy and Mom saw them in the sewers. and they even built a giant mousetrap!

Cynthia: Which could turn you all into mouse-burgers!

Papa: Giant mousetrap?

Timothy: Yeah, and my mom and I outran a spider goes by the name of T.R. Chula!

Mrs. Brisby: And we came to warn you all, the cats will be here shortly. You must believe us!

Fievel: There's no need to believe, (grapping a frying pan and a spoon) I'll scare them away! (going outside).

Papa: Fievel you'll get hurt!

But Martin stopped Papa.

Martin: It's no use, Mr. Mousekewitz, he's gone.

Papa: But he's our son.

Mrs. Brisby: We know.

Cynthia: Mommy, What do we do now?

Mrs. Brisby: You four go to a hotel and hide, I got to go after Fievel! (Racing off to find Fievel).

Martin: We're on it, Mom!

Martin, Timothy, Cynthia and Teresa running to a hotel.

Mama: You know something, Papa. I'm started to get worried about Fievel.

Papa: So am I, Mama, so am I.

Tanya: Aw Fievel can take care of himself, I'm sure of it.

Suddenly Cat R. Waul and his gang arrived at the Mousekewitz' house. by useing a step.

Papa: What's that?

Mama: I don't know.

The four of Mousekewitz step outside and saw Cat R. Waul's shadow and looked up at the cats.

Cat R. Waul: Please, please, there's no need for such a bleak assessment of your situation. After all, what are neighbors for? A cup of sugar, a saucer of cream. A pail of water, perhaps.

Chula: Water? I'll give 'em water. (Spitting his web at the Mousekewitz' house).

Cat R Waul: Now, I'd like to share a vision.

Other Town Mouse: My eyes!

Cat R. Waul: A vision of a better world, (Removing Chula's web) A world where cats and mice live and work side by side. (Picking up Yasha) A world where mothers raise their mouselings without fear. (Kissing Yasha) Where musicians receive their proper due. Where young mousettes fulfill their every, dream. Come with us to a saloon.

Mice Cheering

Meanwhile, searching for Fievel. Mrs. Brisby runs to a log where she saw her friend Jeremy the crow got tangled up.

Mrs. Brisby: Jeremy is that you?

Jeremy: What the... Whoa, Mrs. B. don't ever do that again!

Mrs. Brisby: I'm so sorry.

Jeremy: Oh that's okay, So what's the hold up anyway?

Mrs. Brisby: It's about a young mouse, Fievel. He came with his mother, father and two sisters to Texas. I told the him and his family that the wicked Cat R. Waul and the Cactus Cat Gang are going to turn them into mouse-burgers with a giant mousetrap.

Jeremy: That's sounds awful!

Mrs. Brisby: I know, but Fievel wandered off and I was looking for him, so I could use your help.

Jeremy: Oh sure helping others is what I do.

Mrs. Brisby climb on to Jeremy's back and he flew off to find Fievel.

Elsewhere, Fievel stopped and wondered what what happens to his family.

Fievel: The Cats got my family, I gotta warn them!

at the opening of a saloon.

Cat R. Waul: Jolly good. Now pay attention. Cats and gentle mice, lend me your ears. It is my distinguished pleasure to invite all of you... to share our dinner... triumph! To share our triumph! Today we herald in a momentous... new feast... ival. "Feastival..." festival. To mark this brilliant and illustrious snack occasion, I will, with these golden scissors, hereby cut the red... ribbon.

(Mice Applauding)

Other Town Mouse: Bravo!

(Mice: Cheering)

As Cat R. Waul cut the ribbon and squashed Mama, Papa and the other twenty-six victims of the giant mousetrap, Fievel gasped in horror.

Fievel: Oh no, I'm too late!

Cat R. Waul: Indeed you are, orphan mouseling. I Cat R. Waul had captured your two sisters, turned your parents into Mouse-Burgers and the saloon is now opened for today. And there is nothing you can do about it, now if you excuse us, we cats have hungry mouths to feed!

Fievel ran as fast as he could to the hotel just as the evil cats feast on the mouse-burgers. Tanya and gasped as she saw her brother left and began to cry.

Later that night Jeremy flew Mrs. Brisby to the hotel. Where they found poor Fievel sobbing outside.

Jeremy: Aww poor little guy, he looks so very sad. I wonder where his family is?

Mrs. Brisby: I don't know, but I better go talk to him.

She sled off of Jeremy's back, climb up the steps and asks Fievel a question while Jeremy flies away.

Mrs. Brisby: Oh Fievel, I've been looking everywhere for you. What happened out there and where's your family?

Fievel: I tried to warn my family but it was no use, Cat R. Waul is taking over, he kidnapped Tanya and Yasha, and then he turned my Mama and Papa into Mouse-Burgers and opened a saloon, and now I'm too late. The cats made an orphan and all alone.

Mrs. Brisby: Oh that's to bad, but don't worry, I'll be your mother now, and I'll adopt you as a new member of my family.

Fievel: You think so?

Mrs. Brisby: I know so.

She took Fievel inside the hotel where Teresa, Timmy, Martin and Cynthia were waiting for them, as they waited Mrs. Brisby and Fievel came in, she puts him to bed and sing a lullaby.

Mrs. Brisby: (Singing) Dream by night wish by day, love begins this way.

More coming soon...