Short Synopsis: Spencer takes the Duke and Duchess on a tour of the Arlesdale Railway when he meets Bert, Rex and Mike and teases them for their size. The three engines work together to pay Spencer out by challenging him to a race one-by-one around the railway...which eventually leads to trouble!

Moral: don't judge a book by its cover/size doesn't always matter

(Scene starts with the sun shining above Arlesburgh Harbor with seagulls flying around the dockside)

It was high summer on the Island of Sodor. Vacations were coming from far and wide to see the beauty of the Island.

(Thomas and James pass each other with coaches and Bertie honks as he passes Thomas. The Red Balloon flies above)

It was a very busy time of year for Sir Topham Hatt's engines.

(Hiro and Connor pass each other on the mainland bridge)

Hiro, Connor and Caitlan were bringing passengers back and forth from the mainland to Sodor and back.

(Caitlan picks up passengers from Crovan's Gate and speeds away)

But there was also someone visiting the Island.

(Spencer passes Caitlan over the mainland bridge and they whistle at each other)

Spencer was bringing the Duke and Duchess from the mainland over to Sodor to see Sir Topham Hatt. They had quite a few plans to see the newer sights of Sodor and were going to make arrangements with Sir Topham Hatt.

(Spencer slows down and halts as he chuffs into Knapford Station next to Thomas, blowing his whistle)

Spencer: Hello, Thomas.

Thomas: Hello, Spencer.

Spencer: I see you're having fun with bringing vacationers around the Island. The Duke and Duchess, on the other hand, have bigger plans that involve me.

Thomas: What kind of plans, Spencer?

Spencer: I, Thomas, am to take the Duke and Duchess to visit Arlesburgh. They want to see the whole branch line from top to bottom and Sir Topham Hatt is going to be their guide, with me taking them around of course.

Thomas: That's nice, Spencer. Oh, how I wish I could have that job.

Spencer: Jobs like that go to private engines like me, Thomas. Besides, you have your own branch line to run anyway.

Thomas: Yes, but Sir Topham Hatt has never asked me to take special visitors to see it.

Spencer: Too bad. Anyway, I better get going. That is, once Sir Topham and Lady Hatt get here of course.

It wasn't Sir Topham Hatt and Lady Hatt arrived and hopped on board Spencer's special coach. Then he zoomed away out of Knapford, ready for his journey to Arlesburgh.

(Scene cuts back to Arlesburgh Harbor with seagulls flying around. Duck takes his slip coaches to Skiff's Railboat Tours)

At the harbor, Duck was bringing his slip coaches full of passengers down to Skiff's Railboat Tours. Skiff would often gave vacationers a tour around the harbor and the engines would bring passengers to and fro so that Skiff could do his job.

(Duck whistles as he brings the slip coaches to the platform by Skiff)

Duck: Here you are, Skiff. Passengers from all over Sodor just to see the harbor.

Skiff: Thank you, Duck.

Duck: Better get going. I have a Little Western to run. Goodbye. (whistles)

Duck puffed back up into the harbor view just as Spencer arrived at the nearest station.

(Spencer slows down as he reaches the station, Duck on the opposite track)

Spencer: Good day, Great Western.

Duck: Duck's the name if you please. What are you doing at Arlesburgh, Spencer?

Spencer: Oh, just showing the Duke and Duchess around. I plan to show them all the beautiful sights there are to see.

Duck: That's nice. (whistling and chuffing away) Well, you have fun with that while I take passengers around my branch line.

(Spencer whistles and leaves the station)

Spencer took his passengers to Skiff's Railboat Tours. Skiff was there, waiting.

Skiff: Hello there. I'm Skiff. Who are you?

Spencer: I'm Spencer and I am the Duke and Duchess' private engine. I take it that they're here so you can take them for a tour around the harbor, am I right?

Skiff: Yes, indeed, Spencer. I run this tour, taking vacationers all around the harbor.

Spencer: That sounds like a fun job. But nothing compared to being the Duke and Duchess' private engine.

(Skiff gives Spencer a weird look)

Spencer: So...while I'm waiting for Sir Topham and Lady Hatt and the Duke and Duchess to finish with their tour, is there anything else to around this harbor?

Skiff: You can go see Mike, Rex and Bert on the Arlesdale Railway. I bet they'd love to meet you, Spencer.

Spencer: And where is this...Arlesdale Railway?

Skiff: Just go straight up the line until you reach Arlesdale. Then you'll reach the quarry where the three engines work.

Spencer: Okay. Thank you, Skiff. I'll be off now. (whistles and speeds away)

(Skiff waits as all his passengers board him before taking off on his tour)

Spencer followed Skiff's instructions exactly. As soon as he entered the Arlesdale Railway, he chuffed up the hill which led him to the ballast quarry.

(Scene cuts to the ballast quarry with Jack and Alfie working and Oliver and Toad coming in sight with trucks full of ballast)

Oliver: (whistling) Good day, Spencer. What brings you here to Arlesdale?

Spencer: The Duke and Duchess are on a rail boat tour down by the harbor so I just decided to stop by and see what this place is like.

Oliver: Sounds great. We could use the extra help you know.

Spencer: Oh, don't be silly, Oliver. I am way too grand to do such a job as this.

Toad: It's very fun, Mr. Spencer. Oliver and I come by here every day to help out.

Spencer: That's nice, Toad. Now, where are these engines Mike, Rex and Bert? Skiff's told me a little bit about them.

Oliver: They're at work. But you can go see them if you like.

Spencer: Yes, Oliver. That's exactly what I'll do.

Oliver: Alright, then. Have fun. (whistles and chuffs away)

Toad: Goodbye, Mr. Spencer.

(Spencer whistles as he speeds away)

Spencer was looking forward to meeting the Arlesdale Railway engines. But he had no idea what they looked like. He stopped when he saw a smaller set of tracks.

Spencer: Hmm, that's strange. These tracks look smaller then they do on the main line. Even little Thomas doesn't travel on tracks like these. I wonder if…

Rex: (whistling) Hello, there.

Spencer: (startles) Ah! Uh? Who said that?

Rex: (chuckling) Down here.

Spencer looked down and saw Rex, the little green engine who worked on the railway. He couldn't believe his eyes.

Spencer: Uh, who…are you?

Rex: I'm Rex.

Mike: (whistling and chuffing in) And I'm Mike.

Bert: (whistling and chuffing in) And I'm Bert.

Bert

Rex And: We're the Arlesdale Railway engines.

Mike

Spencer could not believe what he was seeing. The three engines were much smaller than he expected.

Bert: What's the matter?

Mike: (cheekily) Are you a shy engine?

Spencer: No. Not of the sort. It's just that you engines are so…tiny.

Rex: Tiny?

Mike: We may be small but we can always do out bests.

Bert: That's right. Size should matter to no engine in particular. It's the work ethic that really matters.

Spencer: Work ethic? (chuckling) I can go faster than any of you?

Rex: Oh, really?

Spencer: Yes, I can. Faster than all three of you combined.

Mike: How about a race then, Spencer?

Spencer: A race. (chuckles) Don't make me laugh, small fry. A race would be all too easy and much too unfair for any of you to handle.

Mike: Alright, then. (cheekily) I don't think you could beat us anyway, Spencer.

This made Spencer cross. He didn't like being teased by the little engines.

Spencer: Um…on second thought, maybe we can have a race.

Bert

Rex And Hooray!

Mike:

Spencer: But…I'll have to race each of you one-by-one just to see how fast each of you are.

Rex: Sure thing.

Mike: You've got yourself a race.

Bert: Now, now, you two. If we're going to race Spencer, we must choose the safest routes around the line. I mean, we don't want to get into trouble with Mr. Duncan, do we?

Rex

And (sighing) No, Bert. We don't.

Mike:

Bert: Good then. I'll race you first, Spencer. The first one to Arlesburgh Bridge Street is the winner.

Rex: Then Mike and I will meet you there.

Spencer: Alright, blue boiler. You're on.

(Bert, Rex and Mike whistle as they chuff away)

As the three engines were getting ready to race Spencer, the big silver engine parked his coach in a siding and got ready to race the little engines. They all met back at the ballast quarry.

(Scene cuts to the ballast quarry with Bert beside Spencer. Rex and Mike are lined up at the platform beside the two engines)

Rex: The rules of this race are to have no trains coupled up to you as you go.

Mike: The two of you may start once Rex and I give the signal.

(Bert and Spencer look at each other)

Rex: On your marks…

(Bert readies himself by letting in steam while Spencer gets his wheels ready to roll)

Mike: …get set…

Rex

And …go!

Mike:

(Spencer whistles and so does Bert as the race starts. Spencer's theme starts to play)

And so the race began. Spencer whooshed ahead as Bert trundled as fast as he could behind.

Rex

And (whistling) Come on, Bert! Yeah, you can do it, Bert! Go!

Mike:

Bert never could go so fast at first and was soon toiling not too far behind Spencer.

Spencer: (to himself) What silly little engines. Thinking they can beat a strong fast engine like me. I'll show them who's faster by the end of the day.

But Spencer soon had his arrogance coming back to him. Up ahead was a signal but Spencer was too close.

Bert: Watch out, Spencer! Red signal up ahead!

Spencer: Huh? Woah! (screeches to a stop just past the signal)

Spencer stopped a few inches beyond the signal as Bert chuffed on slowly past.

Bert: See you at the station, Spencer. (chuckling)

(Spencer groans)

Driver: Sorry, old boy. Freight trains can be more important then passenger trains. At least on a railway like this.

(Signal turns green)

But it wasn't long before Spencer's signal turned green and he was off again.

(Spencer whistles as he starts up again. Scene cuts back to Bert)

Meanwhile, Bert was chuffing as fast as he could to make it to Arlesburgh Bridge Street before Spencer. Then he heard a whistle.

Bert: (gasps) Oh, no. Spencer's catching up.

Spencer: I'm coming, blue boiler!

Bert picked up all the speed he could but it wasn't enough to overtake Spencer.

Spencer: (whistling as he passes) Sorry, small fry. I've won already. (chuckles)

(Bert sighs as he picks up his pace a little)

Bert went just a little bit faster as the two engines traveled downhill. This was where Bert was able to travel at a tremendous speed and almost as fast as Spencer. Their destination was up ahead.

(Spencer looks back and gasps at Bert's speed before speeding his way into the station, Bert trundling after him and coming to a stop after Spencer. The two engines let off steam as Rex and Mike chuff slowly in)

Bert: (panting) Phew. Good race, Spencer. But I'm afraid these tracks are too much for me these days.

Spencer: I told you I was faster than you, Bert. You're just too tiny, that's the problem.

(Bert glares at Spencer while Rex and Bert roll their eyes)

Spencer: Now, which one of you midgets wants to race me next? I'm having a lot of fun doing this, you know.

Rex: I'll race you, Spencer.

Mike: But, Rex. Don't you have like traction troubles or something?

Rex: Yeah. So?

Bert: Mike is right, Rex. Tremendous speeds are too much for an engine like you as well.

Spencer: (chuckling) Oh, this just keeps getting better and better. How about a head start there, Rex?

This made Rex cross.

Rex: No. I don't need a head start, Spencer. I'll race you to Ffarquhar Station. The first one there is the winner.

Spencer: Ha. Okay. Whenever you're ready, Rex.

Bert changed lines and lined up behind Mike while Rex chuffed ahead of the station and changed lines to line up beside Spencer at the station platform.

Bert: Now, you both know the rules about racing around this line. Yet, I lost the first race and even I know.

Mike: You may start whenever Bert and I give you the signal.

(Spencer and Rex look at each other with determination)

Bert: On your marks…

Mike: …get set…

Bert

And …go!

Mike:

(Spencer and Rex whistle as they chuff out of the station. Bert and Mike whistle after them)

Bert: Go, Rex!

Mike: You can do it, Rex! Go on!

Bert: (as Spencer and Rex are out of sight) You really think he'll make it, Mike?

Mike: (sighs) I don't know, Bert. I'm a little worried about him myself. But I'll beat that silver stream on wheels for sure.

(Scene cuts to Rex and Spencer with Spencer toiling not too far in front Rex)

Meanwhile, on the line, Rex felt puff he never knew he had. He was going much faster then Bert did, which surprised Spencer.

Spencer: (to himself) Hmm, that engine seems to be just a little bit faster then Bert. I wonder how…

Rex: Spencer! In front of you!

Spencer: Huh? (looks ahead)

Spencer looked ahead and gasped for there in front of him was Skiff doing a Railboat Tour. Spencer screeched to a halt. Sir Topham Hatt and the Duke and Duchess looked behind.

Duke: Spencer!

Duchess: Whatever are you doing?

Spencer: Uh, sorry, Duke and Duchess. Rex and I just decided that we would have a little race.

Topham: A race? Has their controller even approved?

Spencer: N-n-no, sir. It was their idea though. They challenged me, sir.

Spencer wasn't telling the truth but Sir Topham Hatt didn't know whether or not to believe him.

Spencer: I must have a word with Mr. Duncan about this, Spencer. I don't like what I'm seeing from you and Rex.

Duke: (nodding his head) Indeed, Sir Topham.

(Spencer groans)

Skiff: (changing tracks from a set of points) See you later, Spencer. (turns back into the harbor)

Spencer wasn't going to give up on the race that soon. He raced quickly after Rex, who wasn't far ahead.

Spencer: Better be careful, Rex. I'm catching up.

Rex: Oh, dear. (panting) Almost there, Spencer.

Spencer: I'll be there before you can even ten inches from the finish line.

Rex: Um, Spencer. I'm having a little problem. I think this speed is a little too much for me.

Spencer: Giving up already, are we?

Rex: Spencer!

With that, Rex ground to a halt.

Rex: (groans) Oh, no.

Spencer: (overtakes Rex and whistles) Nice race, Rex. See you at the finish line.

Rex tried to bring his wheels over the track again and again but he had trouble doing so as every time he moved his wheels, he stopped. Eventually, he gave up.

Rex: (sighs) I've lost. Spencer is sure to win the race now. And I thought Mike was an easy engine to race.

Then Rex thought of his friends Bert and Mike. He didn't want to let them down. He wanted to prove to Spencer that he was faster than him. So he kept on turning his wheels until he was finally able to puff up steam. Then he raced on after Spencer once more. He felt speed he never knew he had.

(Scene cuts to Ffarquhar Station)

Bert and Mike were waiting for the two engines at Ffarquhar Station.

Mike: Where do you think they could be, Bert?

Bert: I don't know, Mike. But don't worry. They'll be here soon.

(Spencer whistles as he races into the station)

Then Spencer raced into the station and came to a complete stop.

Spencer: So, it takes two little engines so far to lose against one big engine. What are the odds?

(Mike and Bert glare at Spencer.)

Then Rex chuffed slowly in, tired but triumphant. And out of puff as well.

Rex: (panting) I'm sorry, my friends. Spencer's just too fast.

Bert: You were having traction troubles again, weren't you, Rex?

Rex: Why, yes, I was. And that's what let me down.

Bert: Well, the important thing is that you tried.

Mike: And that's why we're proud of you, Rex. Besides, I can beat old silver stream over here.

Spencer: Oh, really. I highly bet on it, shortstop. I'd like to see you try.

Mike: Alright, then, Spencer. How about a little race back to the ballast works. The first one there is the winner.

Spencer: You're on.

Bert: Now, now, be careful, you two. There are many routes back to the ballast works but not all of them are safe. Which means, Mike, NO tricks.

Mike: Oh, no, Bert. (cheekily) As much as I'd like to give Spencer a run for his money, I'll think I'll make this race fair and square.

Spencer: (chuckles) Like your friends haven't done enough of that already. I'm ready whenever you are.

So the two engines got ready to race. Bert and Rex stood on the line opposite from Spencer's and they were ready to give the signal.

Bert: On your marks…

Rex: …get set…

Bert

And …go!

Rex:

(Spencer whistles as he chuffs away with Mike racing behind)

And so the race began. Spencer chuffed to a complete start but his small competitor seemed to have been doing the same this time.

(Spencer looks down to see Mike catching up with him)

Spencer: How are you chuffing so fast, Mike?

Mike: I'm the youngest out of my fellow engines, Spencer. If they had a chance at beating you, then so do I.

Spencer: Ha, maybe…if I gave a bit of a head start.

But Mike wasn't taking any chances. He wanted to beat Spencer and prove to his friends that he was indeed the fastest engine on Sodor. What Spencer didn't know was that Mike was prone to playing tricks. So the two engines raced on. But Mike had an idea to get the better of Spencer.

(Mike looking cheekily up at Spencer then looking at the track ahead of him)

Ahead of the two engines was a signalbox. The points along Mike's line were switched, which would lead to a shortcut to the ballast quarry. A red signal was up ahead on Spencer's track. But he didn't seem to notice just yet. Mike reached the points and switched lines right before Spencer could take any notice.

Mike: See you at the ballast quarry, Spencer. (whistles and chuffs away)

Spencer gasped and looked as Mike disappeared down the other track.

Spencer: Steaming pistons! That tiny red engine tricked me! But I won't lose against him so easily. (speeds up and whistles)

Spencer was so determined to win that he ran the red signal without even noticing.

Signalman: (running out) Oi, you! (sighs)

(Scene cuts to Ryan with workmen beside the line)

Down the line, Ryan was doing his routine maintenance check. The workmen had inspected a bent piece of track and were working to mend it. They had no idea that Spencer was approaching.

(Spencer's whistles blow)

Toad: (gasps) Oh, no! Another engine! Run, men!

Spencer was chuffing speedily on down the line when he saw the guard waving a red flag up ahead. Spencer was startled.

Spencer: (confused) Ryan?

Ryan: Stop, Spencer! Stop! This is a bent piece of track!

Spencer: (screeching his brakes) I'm trying.

Spencer shut his eyes as he applied the brakes but it was too late.

(Spencer hits the bend in the track and tumbles over)

Spencer: (groans) I shouldn't have went so fast.

Ryan: You got that right. What were you thinking, Spencer, racing down the line when there was a red signal up ahead?

Spencer: (not noticing Bert arriving with a passenger train and Sir Topham Hatt, the Duke and Mr. Duncan walking out) I'm sorry, Ryan. I didn't see any signal up the line.

Topham: That's because you weren't paying attention, Spencer!

Spencer: (gasps and looks over at Topham, the Duke and Mr. Duncan) Sir Topham, sir! Duke!

Topham: If I took a wild guess at what you were doing, I'd say you were racing Mike, am I correct?

Spencer: Um, well, you see, sir…

Duke: No, Spencer! Bert told us everything and I am very disappointed in you.

Francis: Well, I don't know how things get around on the mainland but I can assure that it's not like this from what I hear from the Duke. This is NOT how things usually run on my railway. That goes for my engines too. (Rex chuffing up beside Bert)

Rex: We're sorry, sir.

Bert: Really sorry. We didn't know it would end up like this.

Duke: Sir Francis is right, Spencer. I'm afraid I'll have to send you back to the mainland. It's clear that you can't behave towards these engines and…

(Mike whistles as he chuffs up beside Spencer)

Mike: (teasingly) Had an accident, eh, Spencer? Well, I gotta say you don't seem very grand now, do you?

(Spencer groans)

Bert: Mike, what did you do?

Mike: What? I decided to give Old silver steam a run for his money so I decided to play a trick by taking a shortcut to the ballast quarry and…(looks down and notices Mr. Duncan and then gasps) Mr. Duncan, sir!

Francis: So, it was YOU, Mike. YOU were the one who caused all this confusion and delay.

Mike: How so, sir?

Francis: How so? Well, by switching tracks and confusing Spencer. You should have slowed down and waited for the signalman to determine whether or not it would be safe to go down that route, Mike. The bigger track had a red signal up ahead. And because of that, you three have delayed all your work at the ballast quarry.

The three engines sighed and knew that Mr. Duncan was right. Spencer felt bad. He didn't want anyone to get into trouble and he also wanted to own up, even since he was the one who taunted the little engines in the first place.

Spencer: No, sir. This is all my fault.

Francis: (confused) You, Spencer?

Spencer: Yes, sir. I was the one who made fun of Bert, Rex and Mike in the first place for their looks. I was new to this railway and their surroundings so I decided to give them each a contest of speed. I'm sorry, sir. The truth is, I may be fast, but I haven't been very kind to these engines about it and I owe them an apology. Bert, Rex, Mike, I'm sorry I made fun of you for your looks. I got us all into this mess and now I can't do anything to solve it.

Mike: (whistling) Hang on, Spencer. I'll go get the breakdown train. (chuffs away)

Bert

And (whistling and chuffing away) And we'll help.

Rex:

Spencer: (sighs) Okay. I'll just wait.

Soon the workmen had mended the broken piece of track and Ryan wa on his way again. Spencer still to wait…that was…until the three engines arrived with the breakdown train. Spencer was amazed

Spencer: (gasps) Wow! You engines got here quick.

Bert: That's right, Spencer.

Rex: Never overlook a little engine.

(Mike lowers the breakdown train which picks up and brings him back onto the tracks)

In no time at all, Spencer was back on the rails and ready to go again.

Spencer: Thank you, Mike, Rex and Bert. You are all fine engines.

Bert: No problem, Spencer.

Spencer: Hey, I have until sunset until I have to take the Duke and Duchess back to the mainland. Maybe I can help you three around the ballast quarry. You know, get everything back in order again.

Bert: Thank you, Spencer. That would be nice.

Rex: But only if we beat you there first.

(The four engines laugh as they chuff away to the ballast quarry. Next scene cuts to sunset)

Soon the day's work was over. Sir Topham Hatt, Mr. Duncan and the Duke and Duchess came to see the four engines.

Francis: Well done, Bert, Rex and Mike. I see you three have made up for what happened earlier on today so I've decided not to set any consequences. You're all very hardworking engines and I'm proud of you.

Spencer: You should be, sir. These three are diligent workers and they've really helped me out today in a spot of bother.

Rex: Diligent? Whatever does that mean?

Bert: It seems as though he was complimenting us, Rex.

Francis: It means that you three have showed great teamwork and did all the makeup work around the quarry with care, doing usually what is considered right, with or without Spencer's help. And thank you, Spencer, for owning up for my engines. And for helping out around the quarry today.

Spencer: You're welcome, sir. But it was nothing really. I'd still be derailed if it weren't for these engines. I see now that size doesn't always matter but what does is being really useful and owning for your mistakes.

Duke: Right, well, we need to head back to the mainland, Spencer. It was a pleasure meeting, Sir Francis.

Duchess: Oh, yes. A great honor. As well as these elegant little engines.

(Mike blushes)

Rex: (cheekily) Mike, are you camouflaging with your paintwork?

Mike: What? Huh?

(Everyone laughs. Mike sighs and slightly smiles)

The Duke and Duchess boarded Spencer's coach and he backed to couple up to it. After that, he stopped and watched the horizon alongside Bert, Rex and Mike.

Spencer: Thanks again for helping me today, you three. I never would have learnt my lesson about tiny engines like you otherwise.

Bert: Oh, Spencer. We were just glad to have you as a friend.

Rex: Yeah, deep down you're a true friend. You owned up for us.

Mike: But do us all a favor, will you?

Spencer: What's that, Mike?

Mike: (cheekily) Try to go a bit faster the next time we race. It wouldn't be fair otherwise.

(The three small engines laugh and Spencer slightly chuckles as he speeds away out of Arlesdale)

Spencer didn't always like being teased by the little engines, but he knew now that there was much more to them than their size.

Spencer: (as he chuffs between Connor and Caitlan at the mainland shed) Perhaps not their speed but twice the work ethic from those little tykes if you ask me.

(Spencer, Connor, Caitlan and Hiro laugh at the shot of the mainland shed zooms out. Scene cuts back to Arlesdale)

And that night, the Arlesdale engines gathered together at the engine depot, discussing their days experiences about Spencer. They agreed after all that they might have taught the big silver engine a lesson in size, just for a while maybe.

(Scene fades out with white smoke)