"Lesson 1: you're old. Accept it." Smokey said.

"I told him that." Cruz said.

"He's probably losin' his hearing."

"He said you're old and losing!" Cruz shouted.

"I heard him!" Lightning said annoyed.

"You'll never be as fast as Storm. But you can be smarter than him."

"Okay, what do I do?"

"They said you were in a...demolition derby."

"Yeah! It was terrible! And I was —"

"Sure? 'Cause there's not a scratch on ya or ya car."

Lightning looked around to see absolutely no damage on either.

"Funny what a racer can do when he's not over thinking things."

"Shannon spokes here at Florida international. Jackson Storm clocked 214 miles per hour today."

"You want to beat the Storm, you need someone to stand in for like a sparring partner."

"I'm not so sure I'm not a racer, just a trainer."

just a trainer

"Go ahead and gun it." Smokey said.

"Yeah, with no muffler you even sound like Storm." Lightning said.

"Oh you're going down McQueen." she said.

"Get that arthritis rail keister onto the tracks, so I can put you into the old folks home against your will."

"How is that?"

"That will work, work for me,

I'm good .yeah that will do

whatever she says...

You didn't show up in Florida for qualifying so you'll be starting dead last. I'll give you three laps to catch her. Go through the entire field in three laps! You wanna beat Storm or not?"

"Yes of course I do!"

"Well, then go!Come on, kid."

Lightning went as fast as he could.

"All right, looks like we got some work to do. Look alive..reflexes are the first thing to go."

Then they headed to a field.

"Why are we in a field?" Lightning asked confused.

"Sneak through that window." Smokey said.

"What is that mean? I don't know!"

"Go." Smokey said.

"Not cool man, not cool." Lightning said.

"Let's roll it back. Do you even want to be out here?"

only two days left, yet we gotta work harder.

"What the, who is that?"

"I put McQueen in there to give you some real competition. Hud was a master of letting the other cars do the work for him. He used to say, playing to him is like you were two bugs on a summer night. He stole that from me drafting."

"I've never had to do that." Lightning said.

"Yeah that's when you were fast now you're slow and old and rickety and..."

"Okay, okay, I get it!"

"The new you has to look for opportunities you never knew were there. Sneak through the window."

"Sneak through the window what?"

"When a window opens take it."

So Lightning waited for it to open. When it did he jumped and got through it.

"Yes! I made it!" he said smiling.

Smokey smiled back and nodded.

"Let's go, let's move! Reflexes!" Then he looked at Guido. "Alright Guido, turn up the heat."

"Okay." he said and did as told.

"Alright, look who finally showed up this where we cut our racing teeth in the woods. Let's just say the moon was always shining on us. If the moon didn't shine we didn't have to... oh, nevermind. We ran moonshine dummy! Oh!By the way, no lights, instinct only."

"McQueen still not here, didn't he pull this when he was a rookie this is my grandfather told me." someone said.

"All right, we got time for one last race." Smokey said.

"Hurry this along boss we gotta get you to Florida go!" Mack said.

"Maybe it's best that he doesn't show up, you know after how last season ended, let me put it this way I'm not losing any sleep wondering where Lightning McQueen is!" someone else said.

"Come on! Come on!" Smokey said.

Lightning sped up as good as he could.

"There you go!" Smokey said smiling.

Then Cruz went past him and he slowed down seeing what happened last season.

"McQueen is fading! McQueen is fading! Fading fast!"

At the end Cruz won.

"Did you see that? That was incredible!" Cruz said then realized what she had just done. "Oh, sorry. I didn't mean to

Lightning sat there thinking.

"Hey boss, it's time to hit the road." Mack said feeling bad for him.

"Yeah, I wanna thank everyone for the training." Lightning said. "We better get going to Florida."

Then he went to the truck and sat there quietly the whole way there.