(The story begins with a young boy, Bastian Balthazar Bux. He is sleeping but quickly awakens from his dream. He looks at a picture on his bedside table of his mom. He sighs, then picks up the book he fell asleep reading and marks his spot.)
(Bastian is sitting at the table trying to open a jar of jelly for his toast. His father is making some kind of breakfast shake in the blender.)
Father: Morning Bastian.
Bastian: Morning Dad.
(Bastian still can't open the jar of jelly. His father comes over and opens the jar for him. As Bastian's father goes back to making his drink Bastian breaks the tense silence.)
Bastian: I had another dream Dad, about Mom.
(His father pauses for a moment, but does not look at him. He then goes back to making his drink.)
Father: I understand son, but we have to get on with things, right? (Bastian looks dejected.) Bastian we each have responsibilities. We can't let Mom's death be an excuse for not getting the old job done, right?
(Bastian finishes fixing his toast while his father comes to sit down beside him.)
Father: Son, I think it's time you and I had a little talk. I got a call from your math teacher yesterday. She says you were drawing horses in your math book.
Bastian: Unicorns. They were unicorns.
Father: She also says that you haven't been turning your homework in on time. And I'm very disappointed you didn't even try out for the swim-team. (pause) As for those riding lessons you've been wanting you say you love horses yet you seem to be afraid to get on a real one. Now, Bastian, you're old enough to get your head out of the clouds and start keeping both feet on the ground. All right? (he takes a sip of drink.)
Father: Stop daydreaming and start facing your problems. Ok? (ruffles Bastian's hair)
Bastian: Ok (gives a half hearted smile)
Father: Ok. Right I think we've had a nice little talk we should have more. (he gulps down his drink and gets up to leave.) Have a nice day and don't be late to school again.
Bastian: (to his father as he walks out.) But yesterday I wasn't…
(Some bullies are laughing and having a good time as Bastian walks out. When they see him, they stop laughing.)
Bully 1: Hey look it's the weirdo.
Bully 2: Hey weirdo, got any cash for us today?
(Bastian turns and runs.)
Bully 1: Hey follow! That's it weirdo. You can't get away you jerk ! You're dead chicken!
(They all run after him. They chase him down an alley where they corner him.)
Bully 3: Where's you're money man?
Bastian: I don't have any!
Bully 1: No money? Momma's little boy is holding out on us. You ain't got any money on ya, you go in the garbage can.
(All three bullies shove Bastian into a nearby dumpster.)
Bully 3: Maybe chicken can lay an egg in there. (They laugh as they return to the street.)
(Bastian waits until they're gone before climbing out of the dumpster. He comes out of the alley brushing garbage off of himself. The bullies are still there and they see him.)
Bully 1: Hey man, who said you could get out of the garbage? Get back in there.
(They smile at each other and start towards him.)
Bastian: Oh no not again. No not again! (He takes of running.)
Bully 2: Where do you think you're going wimp?
(They chase after him, He ducks into a bookstore and the boys run by.)
(Coreander's Book store)
(Bastian ducks down under the window of the door and waits as the three bullies go running by. He sighs in relief. He's quickly startled by a gruff voice from the back of the store.)
Coreander: (os) Get outta here. I don't like kids.
(Bastian slowly walks toward the voice and finds an old man sitting in a chair, reading. The man stops reading and turns to look at Bastian.)
Coreander: You still here boy? Didn't you hear what I said?
Bastian: Um, I was… (he stutters motioning to the door.)
Coreander: You're hiding aren't you?
Bastian: No I was just...
Coreander: The video arcade is down the street . Here we just sell small rectangular objects that are called books. Require a little effort on your part and make no b..b..b..beeps. On your way please.
Bastian: I know books! I have 186 of them at home!
Coreander: Bah. Comic books.
Bastian: No. I've read Treasure Island, Last of the Mohicans, Wizard of Oz, Lord of the Rings, 20,000 Leagues Under the Sea, Tarzan…
Coreander: Whoa whoa whoa. Who are you running away from?
Bastian: Um…just some kids from school.
Bastian: They wanna throw me in the garbage.
Coreander: Why don't you give them a good punch in the nose, eh?
Bastian: Oh, I dunno. (he looks down at his shoes)
(The man turns away from him again. Bastian looks at the book the man holds with great interest.)
Bastian: What's that book about?
Coreander: Oh, this is something special.
Bastian: (Bastian moves in closer.) Well, what is it?
Coreander: Look. You're books are safe. While you're reading them you get to become Tarzan or Robinson Crusoe.
Bastian: But that's what I like about them.
Coreander: Yes, but afterwards you get to be a little boy again.
Bastian: What do you mean?
Coreander: Listen (he motions for him to come nearer.) Have you ever been Captain Nemo, trapped inside your submarine while the giant squid was attacking you?
Coreander: Weren't you afraid you couldn't escape?
Bastian: But it's only a story.
Coreander: That's what I'm talking about. The ones you read are safe.
Bastian: And that one isn't?
Coreander: Don't worry about it.
Bastian: But, but you just said...
(Bastian is interrupted by the ringing of the phone. Coreander tries to hide the book by placing it under a newspaper.)
Coreander: Forget about it. This book is not for you. (he gets up and gets the phone.) (into phone) Coreander's. Oh, oh, yes. Well I don't have it but I could find it for you…
(Bastian watches Coreander on the phone. As Coreander's back is turned Bastian uncovers that book. The title of the book is 'The Neverending Story'. Above the title is some type of symbol. It is two snakes intertwined with each other and biting the other's tail. In a sense, a never ending symbol. As Coreander hangs up the phone Bastian grabs the book and runs out. Coreander smiles and then looks down at his desk. As he actually sees the desk his smile turns to a frown. On his desk, in place of the book, is a note pad. It reads, "Don't worry, I'll return your book.")
(Carrying the book under his shirt Bastian runs through the halls of his school. It is very loud. He stops just out side his classroom. Quietly he looks in through a small window near the top of the door. All the students in the room are very quiet and appear to be taking a test. His desk is the only desk that is empty.)
Bastian: The Math test, oh no.
(Bastian decides against entering the classroom. Instead he runs up some stairs that lead to the door of the schools attic. He fumbles for the key, and unlocks the door. He opens the door and goes through closing the door behind him, leaving the key in the lock. After a second the door opens again and Bastian takes the key out.)
(Up in the attic Bastian finds all kinds of weird things. He pulls out an old, dusty gym mat and sits down. He pulls out the book and begins to read.)
Bastian: (vo) It was midnight in the Howling forest. The wind whistled through the tops of the ancient trees. Suddenly, something enormous crashed and rumbled through the eerie woods.
(A small camp)
(The members of the camp can hear this noise. A snail looks up from eating. There is a man just beside him. The Nighthob is awaked by the noise. However his pet bat sleeps through it all.)
Nighthob: What's that? (the ground shakes.)
(A huge tricycle comes to a stop in front of them. It is made from stone, and so is the giant man riding it. The Rockbiter speaks to them in a deep, friendly voice.)
Rockbiter: Excuse me, would it be alright if I joined you this evening?
Man: Uh huh.
Rockbiter: You see I've been traveling all day.
(Rockbiter climbs of his bike, and pushes it back a bit. He then sits down, and as he does the whole ground shakes. He sniffs the air.)
Rockbiter: Ah hah ! Now I see why you picked this camp. (He picks up a large rock and sniffs it.) A delicious looking limestone rock. Nice bouquet, must be a real vintage year.
Nighthob: Yes, you're right. Those delicious rocks are the reason we camped here alright.
(Then he runs over to the little man.) Psst. Is he a nutcase?
Man: No, he's a Rockbiter.
Nighthob: Oh a Rockbiter. A Rockbiter!?
(The Rockbiter starts eating the piece of limestone he's holding. Small bits of the rock fall down onto the camp. One piece falls onto the snails head.)
Rockbiter: Ooops, sorry.
Man: (to Snail) Oh, poor baby.
Rockbiter: (burps) Oh, pardon me !
Rockbiter: Mmm. That was limestone, with a dash of quartz. Very tasty. Where I come from in the north we used to have exquisite gourmet rocks, only now...now they're all gone.
Nighthob: Huh, I know how it happened.
(The Rockbiter makes a Boy Scouts honor sign.)
Rockbiter: I swear it wasn't me.
Nighthob: Hah! Heck no.
Man: I think I know what it was, tell us more.
Rockbiter: Near my home there used to be a beautiful lake, but then it was gone.
Man: Did the lake dry up?
Rockbiter: No, it just wasn't there anymore. Nothing was there anymore. Not even a dried up lake.
Man: A hole?
Rockbiter: No, a hole would be something. No, it was nothing. And it got bigger and bigger. First there was no lake anymore and then finally, no rocks.
Nighthob: Hah! If he keeps stuffing his face like that, soon there won't be any rocks left here either!
(Nighthob starts to walk away but the tiny man grabs his arm.)
Man: Nighthob, this could be serious! Rockbiter, what you have told us is also occurring where I live in the west! A strange sort of Nothing is destroying everything.
Nighthob: Yes, we Nighthob's live in the south. And it's there too.
Rockbiter: So, so it's not just in our part of Fantasia?
Nighthob: Maybe, it's already everywhere... (He looks around suspiciously smelling the air.) Maybe our whole land is in danger. What can we do?
Rockbiter: My people are sending me to the Ivory Tower, to the Empress for help.
Nighthob: We are on the…
(The tiny man hits him to shut him up.)
Man: We are on the same mission. After all, if the Empress can't save us, who could?
Nighthob: Then why are we all just standing around here instead of taking off for the Ivory Tower?
Man: Right, what are we waiting for?
(The tiny man climbs onto the snails back, while Nighthob attempts to wake up the still sleeping bat.)
Nighthob: Hey wake up! We can't just hang around here. Prepare for take off! Stupid bat!
Rockbiter: We, we can't wait for a snail. Can I carry you?
Man: Don't worry, it's a racing snail.
Rockbiter: Oh, but we can't even wait for a racing snail.
(The man gives the snail a treat and the snail takes off, moving very fast. Nighthob has finally managed to wake up his bat and he climbs on.)
Rockbiter: It really is a racing snail.
Nighthob: And nobody gives a hoot about me and my stupid bat.
(Both the tiny man and Nighthob have left. Only the Rockbiter remains behind.)
Rockbiter: Maybe I'll take a few of these yummy gourmet rocks, eh.. for the road.
(As he reaches down to pick up some of the rocks, he pauses, then stands up straight again. He looks into the distance and we can see the nothing approaching.)
Rockbiter: Oh no. The nothing!
(Outside - The Ivory Tower)
(The sun is just setting. We can see Nighthob and his bat flying through the sky.)
Nighthob: Look there it is. The heart of Fantasia.
(The little man and the Rockbiter both arrive at the Ivory tower at the same time. They are in awe.)
Rockbiter: I never knew it was that beautiful.
(We see a beautiful shot of the Ivory Tower with the sunset behind hind it. It shimmers as though it possesses it's own magic.)
Nighthob: (to his Bat) Stay awake. I told you to stay awake.
(We see the whole of the Ivory Tower from the base to the top. At the very top of the Ivory Tower is where the Childlike Empress lives.)
Nighthob: (in awe) The home of the Empress. She's our only hope.
(The Empress’s Court)
(At the top of the Ivory tower is a courtyard. Many different creatures are all waiting for the Empress to address them. They have traveled here in pairs. The Empress's head man comes out of her bedroom and addresses them all.)
Carion: Friends, I know why you are all here. The nothing is destroying our world. I also know that you have come to beseech the Empress for help. But I, I have terrible news. The Empress herself has become deathly ill. There seems to be a mysterious link between her illness and the nothing. She is dying. So she cannot save us... (Everyone is shocked to hear this and it causes something of a commotion. But he continues.) But there just might be one chance. The Plains people who hunt the purple buffalo have among them a great warrior and he alone has a chance to fight the nothing and save us. He is our only hope. His name is Atreyu.
(Bastian looks thoughtful at this. He picks up his book bag and looks at the front. There is an Indian chasing some buffalo on the front.)
(He goes back to reading.)
(The Ivory Tower)
Bastian: (vo) The Empress had already sent for the great warrior. When he finally appeared on the terrace of the Ivory Tower, he carried with him the hopes of all Fantasia."
(A young boy walks up the steps toward the older man.)
Bastian: A little boy.
Carion: I'm sorry, but this is not the time nor place for children. I must ask you to leave.
Atreyu: If you don't want me here, you shouldn't have sent for me.
Carion: It was not you we sent for. We wanted Atreyu.
Atreyu: I am Atreyu.
Carion: (laughs) Not Atreyu the child, Atreyu the warrior.
Atreyu: I am the only Atreyu with the Plains people, but I'll be happy to go back to hunting the purple buffalo. (he turns around to leave)
Carion: No wait! (Atreyu stops and turns to face him.) Come back please.
(Atreyu walks back up the stairs. The old man looks at him more urgently now.)
Carion: If you truly are the Atreyu we sent for, you would be willing to go on a quest?
Atreyu: Yes of course, what kind of a quest?
Carion: To find a cure for the Empress...and to save our world. No one can give you any advice except this, you must go alone and you must leave all your weapons behind. It will be very dangerous.
Atreyu: Is there any chance of success?
Carion: I do not know, but if you fail the Empress will surely die and our whole world will be destroyed.
(Atreyu thinks about this for a moment. Then he takes off his bow and arrows and sets them down.)
Atreyu: When do I begin?
Carion: Now, and you must hurry Atreyu, the nothing grows stronger everyday. (He motions for Atreyu to come nearer.) Take this.
(He holds up a necklace that has the same symbol as the front of the book. He fastens it on Atreyu.)
Nighthob: (in awe) The Auryn.
Carion: He who wears the Auryn speaks for the Empress. It will guide and protect you.
(Atreyu and Artax ride away to begin their journey.)
Bastian: (vo) At the same time, elsewhere in Fantasia, a creature of darkness also began his quest.
(We see a very dark cave. Two green eyes suddenly open and we hear a wolf howl. Then a black wolf jumps out of the cave and begins his quest.)
(Atreyu and Artax are near a beautiful stream. Atreyu is asleep.)
Bastian: (vo) They had been traveling aimlessly for almost a week, but they could not find a cure for the Empress. Neither Atreyu or his horse, Artax, had the vaguest suspicion that the creature of darkness, the G'mork, was already tracking them down.
(Artax crosses the small stream and wakes up Atreyu by nuzzling him.)
Atreyu: Wha…what is it Artax? Is it time to go? Already? Oh, I know what you want. It's time to eat, huh? Good idea.
Bastian: No, it's a great idea!
(Bastian looks up from the book with a smile and gets his lunch from his book bag. He takes out part of a sandwich and begins to eat it quickly. He stops.)
Bastian: No, not too much. We still have a long way to go. (he sets the sandwich down and resumes reading.)
(Atreyu and Artax are traveling again. The G'mork arrives at the stream they have just left. He catches their scent and resumes following them.)
(Swamps of Sadness)
Bastian: (vo) Atreyu and Artax had searched the Silver Mountains, the Desert of Shattered Hopes, and the Crystal Towers without success. And so, there was only one chance left. To find Morla, the ancient one, the wisest being in Fantasia who's home was the Shell Mountain somewhere in the deadly Swamps of Sadness.
(Atreyu jumps off Artax and pulls him along through the swamp.)
Bastian: (vo)Everyone knew that whoever let the sadness overtake him would sink into the swamp.
(Atreyu continues to lead Artax. He's talking to him all the time. Reassuring him.)
Atreyu: That's it. You're doing fine Artax.
(Suddenly Artax stops and Atreyu pulls on the reigns. Artax doesn't budge)
Atreyu: Come on Artax, what's the matter? What's wrong? Come on boy! I understand, it's too difficult for you. (He tries pulling him in a different direction and steps into a puddle up to his waist. Suddenly he notices that Artax is sinking) Artax you're sinking! Come on turn around, you have to! Now ! Come on! Artax ! (He goes closer to him and hugs him) Fight against the sadness Artax. Artax, please. You're letting the sadness of the swamps get to you. You have to try, you have to care. For me, I'm your friend, I love you. (Artax doesn't move and Atreyu yells at him again.) Artax, you're sinking! Come on, turn around, you have to, now! Come on! Artax! Fight against the sadness, Artax. Artax, please, you're letting the sadness of the swamps get to you. You have to try. You have to care, for me, you're my friend, and I love you. Artax! Stupid horse! You've gotta move or you'll die! Move, please! I won't give up! Don't quit! Artax!
(Atreyu is sitting on a log, crying.)
(Bastian too has tears running down his face.)
(Atreyu continues on his quest. He stops suddenly and we see what appears to be a mountain just off to the side.)
Atreyu: The Shell Mountain.
Bastian: Morla, the ancient one.
(The Swamps of Sadness)
(Atreyu climbs up the mountain. When he reaches the top he looks around for a moment. There doesn't seem to be anyone around.)
Atreyu: Morla? Morla!
(Suddenly the mountain begins to rise. Atreyu looses his balance and slides down the side of the mountain, hurting his shoulder slightly in the process. He lands in the swamp and quickly crawls away to a nearby tree that faces the mountain. He climbs up into the branches and stares with awe as a giant turtle head comes out of the mountain. Apparently Morla is a giant turtle.)
(The Swamps of Sadness)
(Morla and Atreyu look around as the last sounds of Bastian's scream dies away.)
Bastian: (goes back to reading and sees that they have heard him.) But that's impossible, they couldn't have heard me.
(Swamps of Sadness)
Atreyu: Are you Morla, the ancient one?
Morla: Not that it matters but yes.
Atreyu: Please help me Morla. Do you recognize this?
Morla: Well, we haven't seen the Auryn in a long time.
Atreyu: W ? (he looks around) Is there someone else here too?
Morla: We haven't spoken to anyone else for thousands of years, so we started talking to ourselves.
(She sneezes and the strength of it blows Atreyu out of the tree. He quickly climbs back up into the branches.)
Atreyu: Morla, I bring terrible news. Did you know that the Empress is very ill?
Morla: Not that it matters, but yes. Actually we don't care.
Atreyu: If I don't save her, she'll die! There's a terrible nothing sweeping over the land. Don't you care about that?!
Morla: We don't even care whether on not we care. (she sneezes again.)
Atreyu: (again he's blown out of the tree and again he climbs back in) Do you have a cold?
Morla: No, we're allergic to you.
Atreyu: You know how I can help the Empress don't you?
Morla: Not that it matters, but yes.
Atreyu: If you don't tell me and the nothing keeps coming, you'll die to! Both of you!
Morla: Die? That at least would be something.
(She starts to sneeze again, but doesn't so Atreyu relaxes his grip on the tree.)
Atreyu: Please tell me. You said you knew the answer.
(She sneezes and blows him out of the tree. She becomes agitated.)
Morla: We're tired of sneezing, go away. Nothing matters.
Atreyu: (He climbs back up the tree) That's not true. If it didn't really matter to you then you'd tell me.
Morla: Ha ha, clever boy.
Atreyu: Tell me please!
Morla: We don't know, but you can ask the Southern Oracle.
Atreyu: How can I get there?
Morla: You can't. It's ten thousand miles away.
Atreyu: But that's so far.
Morla: That's right. Forget it. Good night.
(The bell rings and Bastian sits up. The whole day has gone by. Everyone exits the school quickly. The attic is spooky now with the lights off. Bastian grabs his stuff and runs out of the attic, but then comes back, shaking his head.)
Bastian: No. Atreyu wouldn't quit now.
(He starts back towards the mat, but lightning followed by a loud clap of thunder startles Bastian prompting him to leap backwards. A wolf head falls down in front of him and he yells in fear.)
(Swamps of Sadness)
(Atreyu is now wandering through the swamp trying to find a way out. He is visibly exhausted. He stumbles into a puddle that is up to his neck. The G'mork is gaining on him. As Atreyu almost passes out from the pain in his arm he looks up and sees the form of a dragon coming towards him from high in the clouds. The wolf reaches him just as the dragon rescues him. The wolf howls in anger.)
(Bastian flops down on his back with a sigh of relief.)
Bastian: Oh, boy.
(After a moment he sits back up and resumes reading.)
Bastian: (vo) After days and nights of unconsciousness, Atreyu slowly opened his eyes and found himself in strange surroundings. He was clean and his wounds were dressed.
(Atreyu slowly wakes up. He looks around and sees that he's been asleep beside the dragon that rescued him. The dragon appears to be asleep so Atreyu lifts the arm he's lying beside so he can get away. The dragon opens one eye and watches Atreyu get up then quickly closes it again.)
Atreyu: (after he's gotten a few steps away) Whew!
(The dragon fully wakes up as Atreyu walks away.)
Falkor: Leaving so soon, hmm?
Atreyu: Uh, I was just going…I have to…I was trying to…
Falkor: Sneak away?
Atreyu: Yeah…I mean no. No!
Falkor: (smiling) I like children.
Atreyu: For breakfast?
Falkor: Never! I'm a luck dragon. My name is Falkor.
Atreyu: And my name is…
Falkor: Atreyu. And you're on a quest.
Atreyu: How'd you know that?
Falkor: You were unconscious and you talked in your sleep.
Falkor: (moves around like a dog that has an itch.) Could you get round and scratch behind my right ear? I can never quite reach it.
Atreyu: (Atreyu starts scratching a spot.) Here?
Falkor: Oh yea. Huh huh huh, oh. That's so good. Thank you. So little fella, you're on you're way to the Southern Oracle?
Atreyu: Yes, but it's hopeless. It's too far away!
Falkor: Oh, I wouldn't necessarily say that.
Atreyu: Do you know how to get there?
Falkor: Why sure, it's right around the corner.
Atreyu: How'd all this happen?!
Falkor: With luck!
Atreyu: You've already brought me the entire ten thousand miles?
Falkor: No, only nine thousand eight hundred and ninety one, as the dragon flies.
Atreyu: You're amazing!
Falkor: Having a luck dragon with you is the only way to go on a Quest. Things will work out fine Atreyu. Never give up hope and good luck will find you.
Atreyu: It's good to have a friend again.
Falkor: You have more than one. (motions behind Atreyu) Look.
(Atreyu walks over to a small opening and looks in. A tiny old man sits in the corner writing in a book. A tiny old lady comes into the room humming. She tosses some worms into a pot and stops to eat one. Atreyu has a look of disgust on his face. Atreyu smiles as they start fighting.)
Engywook: Get out of my light wench. You're disturbing my scientific work.
Urgl: You and your scientific work. What the boy needs now is one of my potions.
Engywook: The boy will need my scientific advice much more.
Urgl: Yes, yes, but not until he's well. Get back to your own place. I'm always finding you in my place!
Engywook: I'm going this way.
(Atreyu clears his throat to get their attention)
Engywook: Ah! He's well! Now it's my turn with him.
Urgl: Oh no you don't! I decide when he's well. It's your turn when I say it's your turn.
(She fills a cup with her mixture from the stove and comes over to give it to Atreyu.)
Urgl: Well, little man, still in pain?
(He puts a hand on his shoulder as he speaks to her, testing the bandage.)
Atreyu: Um, a little, but it's all right.
Urgl: I like that. The patient telling the doctor it's all right. It has to hurt if it's to heal. (She stops and sniffs the cup then holds it out to him.) Here. Drink that.
(He takes it from her and starts drinking.)
Urgl: Good, huh? That's my batwing broth. There's eye of newt in there, tree mold, old lizard brains, scales from a rancid sea serpent.
(Atreyu looks into the cup like he's sick. The old man stands and speaks to him.)
Engywook: Just where did you and your dragon come from? What are you onto? Anything of interest to the scientific community?
Atreyu: My name's Atreyu. I came here to find the Southern Oracle.
Engywook: Oh, you've come to the right place my boy.
Urgl: (rolls her eyes) Here we go again.
Engywook: I am somewhat of an expert on the Southern Oracle.
Urgl: (quietly mocking) It is my scientific specialty.
Engywook: It is my scientific specialty.
Urgl: Why don't you sit down and be quiet for once?!
Engywook: You keep quiet wench.
Engywook: It's now my turn with him. My name is Engywook, she's Urgl. Ever heard of me?
Atreyu: I don't think so.
Engywook: You don't move in scientific circles.
(Atreyu smiles apologetically and shakes his head no.)
Engywook: I am the expert on the Southern Oracle. Oh you've come to the right place my boy.
Urgl: There's no fool like an old fool. (goes to leave)
Engywook: Wait. Stay here. To the observatory. To the winch ,wench!
(Urgl is turning the wheel for a very large machine that pulls Engywook up to the top of the mountain by using a basket. Atreyu climbs up after him.)
Engywook: (to Urgl) Come on lazy bones, can't you go any faster? (to Atreyu) I've been studying the mystery of the Southern Oracle for years, someday I'll publish my book: A Century of Studying The Southern Oracle by Professor Engywook. Volume One: The Early Years.
Atreyu: Have you ever been to the Southern Oracle?
Engywook: Well, what do you think? I work scientifically.
(As Atreyu reaches the top of the mountain he looks out and sees 2 very large Sphinx statues in the distance. Engywook looks into his version of a telescope and then tells Atreyu to look as well. Atreyu does and he can see the Sphinx's up close now.)
Atreyu: Is that the Southern Oracle?
Engywook: Oh no. It's the first of the 2 gates you must pass through before you reach the Southern Oracle and get me the final information for my book. Of course, most people never get that far.
Engywook: The sphinx's eyes stay closed until someone who does not feel his own worth tries to pass by. Ah ! Here comes one that looks fancy.
(A man on a horse wearing a suit of armor is approaching the gates.)
Engywook: Let's see what he really thinks of himself.
(Atreyu watches through the telescope. The man slowly gets closer to the gate, but he begins to hesitate.)
Engywook: Go on scaredy cat. Oh, go on! (to Atreyu) Oh, it's my turn, let me see. (Atreyu ignores him.) I'm the scientist.
Atreyu: He's going on. I think he's gonna make it.
Engywook: The sphinx's eyes, are they open are shut? Let me see!
Atreyu: They're shut. No wait ! The eyes are opening!
(Arrows of pure light shoot of the Sphinx's eyes and hit the man on the horse. Shocked, Atreyu looks up from the telescope.)
Engywook: Oh no! Did he make it? Did he?
Atreyu: (shakes his head.) No.
Engywook: Fancy armor doesn't help much. The sphinxes can see straight into your heart. Listen boy, next time let me see what happens! It's my telescope.
Atreyu: I'm gonna try it.
(Atreyu starts climbing down as Engywook calls after him.)
Engywook: No! Don't go yet. I haven't told you about the next gate. It's even worse than this one. Atreyu ! Atreyu!
(Atreyu continues on and approaches the gate. As he walks up the eyes stay closed. Engywook continues to watch Atreyu using the telescope.)
Engywook: He'll never make it. He'll never make it.
(Atreyu is doing find until he reaches what's left of the man on the horse. He begins to doubt and looks back and forth between the two Sphinx's to make sure that their eyes are still closed.)
Engywook: Don't start to doubt yourself now, be confident!
Bastian: Be confident , be confident.
(The eyes of the Sphinx's begin to open. Atreyu doesn't move. He seems to be frozen in place.)
Bastian: Run Atreyu run!
Engywook: Run Atreyu!
(Atreyu continues to look straight ahead. They eyes are opening wider.)
Bastian: Run now!
(Atreyu takes off running and just makes it through the gate when the arrows of light come flying out of the Sphinx's eyes. He turns back to look and sighs with relief. Engywook is so happy he jumps in the basket and rides it quickly all the way down the mountain. He falls out when he gets back to the bottom.)
Engywook: He made it, he made it!
(Urgl is giving Falkor a shot.)
Urgl: You could do with a dose of juicy vitamins too.
Engywook: (running up) He made it, Atreyu, he made it through the sphinx gate. I always said he could do it.
Urgl: Oh good! But that's no reason for you to go falling out of the basket again?
Engywook: Oh hogwash!
Falkor: I knew he would be safe.
Engywook: Nonsense! You don't understand anything! The worst one is coming up. Next is the Magic Mirror gate. Atreyu has to face his true self.
Falkor: So what? That won't be too hard for him.
Engywook: Oh! That's what everyone thinks. But kind people find that they are cruel, brave men discover that they are really cowards. Confronted with their true selves most men run away screaming!
(Through the Gate)
(Atreyu is trying to make his way through a blizzard. He approaches the Mirror gate and looks into it. After a minute the mirror turns into a window of sorts and he sees Bastian reading the story. Bastian looks up and sees Atreyu. Bastian gets up and throws the book across the room.)
Bastian: No. This is going too far. (He stops and looks at the book.) What if they really do know about me in Fantasia? (He picks the book back up and resumes reading.)
(Through the Gate)
(Atreyu is still looking through the Mirror Gate. He sticks his hand through the Mirror and then pulls it back out. He then he walks through the gate.)
(Bastian lights some candles so he can continue to read.)
Bastian: The Southern Oracle?
(The Southern Oracle)
(Atreyu approaches two blue Sphinxes. As he approaches they begin to speak to him. The two Sphinx's speak in unison.)
Oracle: Do not be afraid. We will not harm you. We have been waiting for you a long time Atreyu.
Atreyu: Are you the Southern Oracle?
Oracle: Yes, we are.
Atreyu: Then you must know what can save Fantasia!
Oracle: Yes we do.
Atreyu: Well, what is it? I have to know.
Oracle: The Empress needs a new name.
Atreyu: A new name? Is that all? But that's easy! I can give her any name she wants.
Oracle: No one from Fantasia can do it, only a human child.
Atreyu: A human child? Where can I find one?
Oracle: They can only be reached beyond the boundaries of Fantasia. You must hurry Atreyu. We do not know how much longer we can withstand the nothing.
(The Sphinx's begin to crumble. Atreyu runs off in the direction he came.)
Atreyu: Falkor! Falkor!!
(Atreyu and Falkor are flying throughout Fantasia trying to reach beyond it's boundaries.)
Atreyu: Hurry Falkor, the nothing's everywhere.
Falkor: Don't worry. We'll reach the boundaries of Fantasia.
Atreyu: Do you know where they are?
Falkor: (grins) I have no idea.
Atreyu: Then how are we supposed to find them?
Falkor: With luck.
Atreyu: Faster Falkor, faster.
Falkor: All right! Hang on tight!
(Falkor takes off flying very fast. We see a beautiful montage of the different landscapes of Fantasia.)
(One of the attic windows is open and Bastian is gazing out at the sky.)
Bastian: What a shame they don't ask me. My mother, she had such a wonderful name.
(He closes the window and goes back to reading the book.)
Bastian: (vo) On and on they flew until they reached the Sea of Possibilities where they could go no further.
(Sea of Possibilities)
(Falkor and Atreyu have reached the sea. They sky looks as though a storm is brewing. It's very dark and very windy. The Nothing has caught up to them. Falkor and Atreyu have wound up right in the middle of the great force that is destroying Fantasia.)
Falkor: Look Atreyu, the nothing.
(Falkor is tossed around in all directions, Atreyu tries to hold on as best as he can. The wind continues to blow strongly until Falkor is tossed onto his back and Atreyu is knocked loose. Atreyu falls, but Falkor cannot reach him before he disappears into the chaos below.)
(The attic window bursts open and Bastian climbs up and closes it. A very large storm is also brewing outside. Bastian pauses for a moment then remembers what's happening in The Neverending Story.)
(He quickly climbs down from the window and picks up the book.)
(Atreyu is lying unconscious on a beach. He wakes with a start, and discovers that the Auryn is gone. He stands up and looks at the sky, searching frantically for Falkor, but he's not there.)
Atreyu: Falkor! Falkor! Where are you? Falkor!
(Somewhere further off Falkor is searching for Atreyu.)
Falkor: Atreyu! Atreyu!
(Atreyu gives up. He looks down at the beach and sees footprints. They are not his, but those of some animal. He follows the footprints and they lead him to what's left of a city. The buildings are almost completely gone. Atreyu pauses for a moment and leans up against the wall. The wall begins to move and as Atreyu moves away we see that it is in fact, Rockbiter. The giant looks down at Atreyu and holds out his hands.)
Rockbiter: They look like big, good, strong hands. Don't they? (Atreyu looks down saddened.) I always thought that's what they were. My little friends. The little man with his racing snail, the Nighthob, even the stupid bat. I couldn't hold on to them. The Nothing pulled them right out of my hands. I failed.
Atreyu: No you didn't fail. I'm the one who was chosen to stop the nothing. But I lost the Auryn, I can't find my luck dragon, so I won't be able to get past the boundaries of Fantasia.
Rockbiter: Listen, the Nothing will be here any minute. I will just sit here and let it take me away too. They look like big, good, strong hands. Don't they?
(Rockbiter stares down at his hands as Atreyu shakes his head yes and fights his own tears.)
(Atreyu continues along the trail again, and finds himself in a different part of the city. Directly ahead of him is a large mostly intact building, Atreyu dodges falling rocks and enters an opening. On the walls are paintings of everything that's happened during his Quest. The Empress giving the Auryn to Carion, Carion giving the Auryn to Atreyu, Atreyu trying to save Artax in the Swamps of Sadness, Morla, and Falkor, etc. As Atreyu turns a corner he sees a painting of a wolf. As he turns around he hears a growl and sees that the actual wolf is sitting in a cave directly behind him.)
G'mork: If you come any closer I will rip you to shreds.
(Atreyu squats down where he's at and looks at the wolf.)
Atreyu: Who are you?
G'mork: I am G'mork. And you, whoever you are, can have the honor of being my last victim.
Atreyu: I will not die easily. I am a warrior.
G'mork: (laughs) Brave warrior, then fight the Nothing.
Atreyu: But I can't! I can't get beyond the boundaries of Fantasia.
(G'mork laughs and Atreyu gets a little angry.)
Atreyu: What's so funny about that?
G'mork: Fantasia has no boundaries.
(As the Nothing gets closer to them the whole place seems to shake. Rocks fall all around them.)
Atreyu: That's not true. You're lying.
G'mork: Foolish boy. Don't you know anything about Fantasia? It's the world of human fantasy. Every part, every creature of it, is a piece of the dreams and hopes of mankind. Therefor, it has no boundaries. (There's a crash and more rocks fall.)
Atreyu: But why is Fantasia dying then?
G'mork: Because people have begun to loose their hopes and forget their dreams. So the nothing grows stronger.
Atreyu: What is the nothing?!
G'mork: It's the emptiness that's left. It's like a despair, destroying this world. And I have been trying to help it.
Atreyu: But why?
G'mork: Because people who have no hopes are easy to control. And whoever has control has the power.
(A large crash shakes the ground. Atreyu loses his balance for a moment, but quickly regains it and turns back to the wolf. He gives him a cold look.)
Atreyu: Who are you really?
G'mork: I am the servant of the power behind the nothing. I was sent to kill the only one who could have stopped the nothing. I lost him in the Swamps of Sadness. His name was Atreyu.
(The ground shakes again and Atreyu is knocked down. He grabs a knife shaped piece of broken stone and stands up to face G'mork.)
Atreyu: If we're about to die anyway, I'd rather die fighting. Come for me G'mork! I am Atreyu!
(G'mork growls and then launches himself at Atreyu. Atreyu plunges the weapon into the beasts chest, killing him instantly. Atreyu pushes the beast off his chest and we see that G'mork inflicted some wounds of his own. Atreyu has a deep gash on his chest. Another crash echoes through the ruins as Atreyu tries to find his way out.)
(Falkor dived deep into the Sea following a glinting light from beneath the water. As he swims deeper and deeper he fins the Auryn. Falkor opens his mouth, and plucks the Auryn up.)
(Atreyu comes out of an opening and grabs onto a nearby tree as the Nothing consumes more and more the surrounding land.)
Falkor: Atreyu, hang on!
(Atreyu almost loses his grip on the tree but Falkor gets to him just in time and they fly off to get as far away from the Nothing as they can. The final remains of Fantasia are gone.)
Bastian: (vo) That was the end of Fantasia. Only a few fragments remained of this once rich and beautiful world had been left by the nothing.
(Falkor flies through the remaining fragments that were left by the Nothing. Atreyu wakes from his exhaustion and looks with a deep sadness.)
Atreyu: Good old Falkor, can you see anything? Anything at all?
Falkor: No, all the land is gone.
Atreyu: I know, and all because I failed.
Falkor: You tried.
Atreyu: Do you suppose the Ivory Tower is still standing?
Falkor: Let's hope so, Atreyu. Let's hope so.
(Atreyu looks down at the Auryn that is now around his neck.)
Atreyu: Let the Auryn guide you. (He clutches the medallion with his hands ) If the Ivory Tower still stands take us there.
(The Auryn begins to glow. All of a sudden the few remaining fragments of Fantasia move and there is the Ivory Tower in all it's glory.)
Atreyu: Falkor! The Ivory Tower!
(The Nothing seems to have spared the Ivory Tower. It remains as beautiful as it ever was. Falkor lands in the Empress's Courtyard.)
(Bastian leans forward.)
Bastian: The Empress.
(The Ivory Tower)
(Atreyu walks up the stairs that lead to the Empress's room. The chamber door opens. He pauses and looks back at Falkor.)
Falkor: Go on.
(Atreyu enters the room and the door closes behind him. Before him was the Childlike Empress in person. She sits silently on her bed, her gaze never leaves Atreyu.)
Childlike Empress: Atreyu, why do you look so sad?
(He takes off the Auryn and hands it to her. She looks at it, and then him for an explanation.)
Atreyu: I have failed you Empress.
Childlike Empress: (smiles) No, you haven't. You've brought him with you.
Childlike Empress: The Earthling child. The one who can save us all.
Atreyu: You knew about the Earthling child?!
Childlike Empress: Of course. I knew everything.
Atreyu: (getting upset) My horse died, I nearly drowned, and I just barely got away from the nothing. For what?! To find out what you already knew?!
Childlike Empress: It was the only way to get in touch with an Earthling.
Atreyu: But I didn't get in touch with an Earthling!
Childlike Empress: Yes, you did.
(Bastian sits up slowly as we hear what she's saying.)
(The Ivory Tower)
Childlike Empress: He has suffered with you. He went through everything you went through. And now, he has come here with you. He's very close. Listening to every word that we say.
(Atreyu looks around the room and doesn't see anything.)
(The Ivory Tower)
(Two fragments of Fantasia collide and explode shaking the Tower.)
Atreyu: Where is he? If he's so close, why doesn't he arrive?!
Childlike Empress: He doesn't realize that he's already a part of the Neverending Story.
Atreyu: The Neverending Story, what's that?
Childlike Empress: Just as he is sharing all your adventures, other's are sharing his. They were with him when he hid from the boys in the bookstore.
Bastian: But that's impossible!
(The Ivory Tower)
Childlike Empress: They were with him when he took the book with the Auryn symbol on the cover, in which he's reading his own story right now.
Bastian: I can't believe it, they can't be talking about me.
(The Ivory Tower)
(The Ivory Tower cracks. Atreyu turns around to see what happened, then he turns back to the Empress.)
Atreyu: What will happen if he doesn't appear?!
Childlike Empress: Then our world will disappear, and so will I.
Atreyu: How can he let that happen?!
Childlike Empress: He doesn't understand that he's the one who has the power to stop it. He simply can't imagine that one little boy could be that important.
Bastian: Is it really me?
(The Ivory Tower)
Atreyu: Maybe he doesn't know what he has to do!
Bastian: What do I have to do?!
(The Ivory Tower)
Childlike Empress: He has to give me a new name. He's already chosen it, he just has to call it out.
Bastian: It's only a story, it's not real. It's only a story.
(The Ivory Tower)
(The Ivory Tower shakes and cracks some more. Atreyu falls over backward and is knocked unconscious.)
Bastian: Atreyu! NO!
(The Ivory Tower)
Childlike Empress: Atreyu!
(The Nothing begins to take the last remaining parts of Fantasia.)
Childlike Empress: Bastian, why don't you do what you dream, Bastian?
Bastian: But I can't! I have to keep my feet on the ground!
(The Ivory Tower)
Childlike Empress: Call my name! Bastian, please! Save us!
Bastian: All right, I'll do it. I'll save you. I will do what I dream!
(He gets up quickly and throws of the blanket. He climbs up to the attic window. He leans out into the storm and calls out her new name.)
(One final flash of lightening and the scene goes dark.)
Bastian: Why is it so dark?
Moonchild: In the beginning it is always dark.
(A small light appears and starts growing until the two children's faces are illuminated. It is coming from an object in Moonchild's hand. Bastian looks at it.)
Bastian: What is that?
Moonchild: One grain of sand. It is all that remains of my vast empire.
Bastian: Fantasia has totally disappeared?
Bastian: Then everything has been in vain.
Moonchild: No, it hasn't. Fantasia can arise in you. Through your dreams and wishes, Bastian.
Moonchild: Open your hand.
(She puts the grain into his hand and he looks at it.)
Moonchild: What are you going to wish for?
Bastian: I don't know.
Moonchild: Then there will be no Fantasia any more.
Bastian: How many wishes do I get?
Moonchild: As many as you want. And the more wishes you make, the more magnificent Fantasia will become.
Moonchild: Try it.
Bastian: (looks up) Then my first wish is...
(Moonchild follows his gaze and smiles.)
(Fade to Bastian riding Falkor)
(Bastian looks around and is greatly happy that Fantasia has been returned to its former glory. Everything and everyone have returned.)
Bastian: Falkor, it's even more beautiful than I thought.
Falkor: Like it?
Bastian: Falkor, it's wonderful! (looks around.) Falkor, it's like the nothing never was.
(They fly over Rockbiter, the Nighthob, and the little man. Bastian waves to them and Rockbiter waves back. They change their direction and suddenly below them is a great endless field, the Great Plains. Bastian looks down and sees Atreyu.)
Bastian: Atreyu! Artax!
(Atreyu looks up, laughs, and waves as he and Artax are headed for home.)
Falkor: What would you like to wish for next?
(Bastian thinks for a minute and then leans over to whisper something in Falkor's ear. Falkor laughs.)
(The three bullies from earlier are walking down the street. They look up and see something coming towards them. They begin to run as Falkor and Bastian chase them.)
Bully: A monster!
Bastian: Yeah! Look there they are! Get 'em Falkor. Let's see how you like it, chickens!
Bully: Down here!
(They run down the alley thinking that they'll be safe. They breathe easy for about 5 seconds and then Falkor shows up and continues chasing them.)
Bastian: We're gonna get you guys!
(They run down the alley and jump into the dumpster as Falkor flies by them, laughing. They peer out of the dumpster and then duck back in.)
Narrator: Bastian made many other wishes and had many other amazing adventures before finally returning to the ordinary world. But that's another story.