That evening at Sunnyside Daycare, the toys are recovering from their beatings they took that morning
Toys: (groaning)
Slinky: Oh, I've got a kink in my slink.
Jessie: (groans and looks at her paint covered braid) Ugh!
Rex yelps running into view with his tail missing
Rex: (yelps running into view with his tail missing) My tail! Where's my tail?!
Buzz Lightyear: (groans)
Hamm opens his cork and lots of bits drop out including a hand from one of the Potato Heads and a toy which he squeezes out
Hamm: Someone need a hand?
He tosses it to the Potato Heads who are putting their parts in the right places
Mr Potato Head: (groans) Where's my nose?
(giving it to him)
Mrs Potato Head: Here it is.
(giving her the arm Hamm tossed to them)
Mr Potato Head: Here's your arm.
(picking it up)
Mrs Potato Head: Give me that. That's mine.
(after putting his eyes in)
Mr Potato Head: Honey, the mustache?
Buzz Lightyear: (Opens his Helmet) don't quite recall playtime being quite that strenuous
Loona check herself and sees her tail was used as a paintbrush
Loona: eww! God damnit Andy never played with us like that before!
Blitzo: I guess we'll just have to make the best of it.
Mr. Potato Head: But these toddlers, they don't know how to play with us.
Rex: They're too young!
Hamm: Yeah, they're sticky!
Slinky: We should be in the Butterfly Room.
Mrs Potato Head: With the big kids.
Mr. Potato Head: That's right.
Hamm: You said it.
Buzz Lightyear: We'll get this straightened out. i'll go talk to Lotso about moving us to the other room.
Buzz climbs to the door and tries to open it but finds that it's locked
Buzz Lightyear: Blast! Try that one.
Jessie: It's locked!
Slinky: Same here.
Buzz Lightyear: Try the window.
Hamm: Negatory. It's a Fenster-Schneckler 380. Finest childproof lock in the world.
Mrs Potato Head: We're trapped!
Buzz: wait, did anyone notice the transom?
They look up and see he's right
Mr. Potato Head: Oh, great. How do we get up there?
Buzz looks deep in thought. Later, he have a toy vacuum cleaner out
Buzz Lightyear: All right, everyone. On three! One, two...
Jessie: Three!
Buzz Lightyear: Whoa!
They run towards the door with the toy vaccum.
Jessie: Let go!
She, Slinky, Mr and Mrs Potato Head let go of the vacuum which Buzz jumps onto. The vaccum hits something and the handle sends Buzz flying to the ceiling where he swings between some balloons like vines before heading straight ahead. He presses the red button on his chest, deploying his wings. He grabs onto pinatas towards the transom
Hamm: Go!
Rex and Bullseye jump onto a broomstick knocking it over. Buzz bounces off the top of it and onto the transom
Rex: Hooray!
Hamm: Yes sir!
Jessie: (grabbing the rope Buzz tosses down) Way to go, Buzz.
They look down and see Twitch and Chuck walking through the corridor
Chuck: (chuckles) Do you think they had a good playtime?
Twitch: Sssh. They might hear you.
They see Barbie and Ken standing outside the Butterfly Room door
Ken: Okay, now you start.
Barbie: I...
Ken: Love...
Barbie: You.
Ken: See? That time I said love. Okay, now me first.
Barbie: Okay, okay, okay.
Buzz, watch with little disgust at Barbie and Ken's love for each other
Ken: I...
Barbie: Love...
Ken: You. You see what I mean? It changes every time.
Barbie: You're so smart.
Twitch: (grabbing Ken) Come on, Romeo. We're late.
Barbie: I'll wait up for you.
Ken: Kisses.
Barbie goes back into the Butterfly Room. Buzz, parasail down to the floor and Buzz unties the rope from his waist before heading after the trio who walk into a teacher's lounge room. They watch as Ken, Chuck and Twitch climb into a vending machine. They crept over to it and look up to see shadows moving in front of the sign. Buzz frowns and signals for the others to follow him. They climb into the hatch and start climbing the shelves. They open a hatch at the top and climb through it. They heard voices and crept over to see the toys from the Butterfly Room playing a gambling game, joined by Stretch the octopus and Sparks the robot
Ken: All right, place your bets. Come on, everybody. Come on. Any splits?
Twitch: Heya. Bring it here.
Chuck: Alright.
Ken: Here we go. Come on, horsey, come on!
Chuck: Come on, turkey, come on, turkey.
Stretch: Gobble, gobble, baby.
Ken: Come on, horsey.
Stretch: Come on, duck.
Ken: All right, that's it. No more bets.
Chuck: Come on! Right here.
Stretch: Let me have the duck, let me have the duck, let me have the duck.
Farmer's voice: Here is a duck.
Duck: (quacks)
Stretch: I won!
Twitch: Aw, man!
Chuck: (groans)
Ken: Well, Stretch takes the round.
Stretch: You lost! (laughs)
Ken: Okay, minimum bet, five Monopoly. Coyote's wild.
Stretch: Here, here. Two greens, here.
Ken: Changing two double A's. Hey, what do you guys think of the new recruits? Any keepers?
Stretch: Oh, please! Landfill!
Sparks and Chuck: (laughing)
Ken: Cowgirl? Dinosaur?
Twitch: Toddler fodder.
Ken: But that space guy. He could be useful
Sparks: me Have bets on demons. Imps and hellhounds are deadliest beings in all hell
Chuck: they ain't the sharpest knives in the place where they keep the knifes. Plus, they ain't exactly toy materiel along with the scrawny white head and his chick
Twitch: reminds me of you lover boy!
Ken: Hey, lay off, Twitch. Barbie's different.
Stretch: Aw, Mr. Softy over here.
Chuck: What do you expect from a girl's toy?
Ken: I'm not a girl's toy! I'm not! Why do you guys keep saying that?
Twitch: Ah, those toys are disposable. We'll be lucky if they last us a week. As for those demon toys, well, they'II just have to leave if they don't like it
Buzz, starts to leave to tell what they heard to the others when they bump into Big Baby who immediately throws them onto the gambling table in front of Stretch, Sparks, Chuck, Twitch and Ken
Ken: Well, well. Looky who we have here.
Chuck, Sparks and Stretch grab Buzz
Buzz Lightyear: Let me go!
Ken: Take them to the library.
They shove a sock puppet over Buzz, covering him
Buzz Lightyear: No!
Meanwhile, at Bonnie's house, Bonnie and her toys are fast asleep. Moxxie and Millie get up and creep over the bed. They saw the door and Bonnie's cape with something written on it. Curious, they push a chair, climb onto it and pull back the cape to reveal an address written on Bonnie's backpack
Millie: 1225 Sycamore
Mr Pricklepants: Psst. Moxxie, Mildred, what are you doing?
Moxxie: leaving
Trixie: You're leaving?
Buttercup: But didn't you have fun today?
Millie: of course we did! If we the best fun we've ever had! Especially directly with Bonnie, but we belong to someone else
She shows Andy's name on her rear as well as moxxie his right leg
Buttercup: who's Andy?
Moxxie: their our Bonnie
Millie: and he needs us, so we need to get home before he leaves for college
Pearrice: where's home?
Millie: Elm Street. 234 Elm. you guys have a map?
Dolly: We're on it, Cowgirl. Trixie?
Trixie: I'll fire up the computer
Back at Sunnyside Daycare, the sock puppet is removed from Buzz and he sees then a light above them. Buzz is tied to a chair made of LEGO with pink rubber bands as ropes. They struggle in their ties
Buzz Lightyear: (pants then grunts) Unhand me, you cowards! We demand to talk to Lotso!
Ken: Zip it, Buck Rogers. You don't talk to Lotso till we say you can...
The door opens and Lotso stands in the doorway, a puzzled look on his face
Lotso: Ken? What's goin' on here? Why is this toy tied up?
Ken: (stammers) He got out, Lotso.
Lotso: [walking over and untying Buzz] "Got out"? Oh, no, no, no, no, no. This isn't how we treat our guests. F-A-Oh, my Schwarz. There you go. I'm so sorry.
Buzz Lightyear: Lotso, there's been a mistake.
Lotso: A mistake?
Buzz Lightyear: The children in the Caterpillar Room are not age-appropriate for us and our friends. We respectfully request a transfer to the Butterfly Room.
Lotso: Well, request granted!
Ken: But, Losto...
Lotso: Hush now, Kenneth. This toy's shown initiative, leadership. Why, I'd say we've found ourselves a keeper. Hear that, everyone? We got a keeper!
Lotso's Gang: (cheering)
Lotso: We're calling you up to the big leagues, son. From now on, you'll have anything you want.
Buzz Lightyear: Excellent. We'II go get our friends.
Lotso: Whoa, whoa. Hold on there, boss. Those Caterpillar kids need someone to play with.
Buzz Lightyear: But our friends don't belong there.
Lotso: Oh, none of us do, I agree. Which is why, for the good of our community, we ask the never toys, the stronger ones, to take on the hardships the rest of us can't bear anymore.
Buzz Lightyear: Well, I-I guess that makes sense. But I can't accept. We're a family. We stay together
Lotso: Family man, huh? I understand. Put him back in the timeout chair.
Big Baby grabs Buzz and carries him back to the LEGO chair
Buzz Lightyear: What are ya... Unhand me.
Lotso: Bring in the Bookworm.
Ken: (whistles)
A light shifts around behind some books as if someone is looking for something. A green worm with glass, a purple waistcoat, white shirt and bow tie carrying a torch comes out with a white instruction manual for a Buzz Lightyear toy
Bookworm: (mumbling) Ah! Here it is. It was filed under "Lightyear."
He tosses it to Lotso who picks it up
Lotso: Let's see here. "Accessories. Maintenance." Oh. Here we go. "Remove screws to access battery compartment."
Buzz Lightyear: What are you doing to me? Stop! Ow!
Sparks uses a screwdriver to unscrew the compartment on Buzz's back
Lotso: "To return your Buzz Lightyear action to its original factory settings..."
Buzz Lightyear: No!
Lotso: "...slide the switch from Play to Demo."
Buzz Lightyear: Stop! No! No! NOOOOOOO!!!!!
Twitch flips the switch in Buzz's back from Play to Demo
At the Caterpillar Room, the toys are playing games when they hear Buzz's yelling
Loona: guys, did ya hear that?
Hamm: Sounded like it came from the hall.
Mrs Potato Head: I'll see what it was.
She detaches her other eye and sticks it under the door so she can see into the hall
Jessie: What do you see? Anything?
Mrs Potato Head: No, just a dark hall and...
She gasps seeing a see through image of Andy suddenly appear in the hall and vanishing shortly after
Mrs Potato Head: Wait. Wait! I see Andy!
Jessie: What?
Mr Potato Head: That's impossible.
Mrs Potato Head: No! I really see him! In his room! [gasps] My other eye! The one I left behind!
We zoom into the hole in Mrs Potato Head where her other eye should be then see Andy's room being viewed by her other eye underneath something. Andy is packing some things away
Mrs Potato Head: This is so weird. He's packing up.
seeing Buster coming
Mrs Potato Head: Oh. Oh, here comes Buster!
as Buster yawns into her other eye
Mrs Potato Head: Outta the way! Get away!
Buster moves away. She now sees Andy looking into the attic as if to look for something
Mrs Potato Head: Okay, Andy's out in the hall. He's looking in the attic. Wait, there's Mom. Why is he so upset? Oh, no! Oh, this is terrible!
We zoom back into the Caterpillar Room as Mrs Potato Head realizes what's going on
Mrs Potato Head: He's looking for us! Andy's looking for us!
Blitzo: he's looking for US?!
Loona: see?! I keep telling you guys!
Rex: So Andy does want us! I knew it, I knew it, I just knew it!
Loona: and that meant he DID mean to out us in the attic!
Blitzo: so...moxxie and Millie were telling the truth?!
Mr Potato Head: Holy cow.
Hamm: And you didn't believe em!
Mr Potato Head: Hey, you didn't believe them first!
Jessie: Guys, we've gotta... we've gotta go home!
Losto and his gang arrive through the toilet door
Jessie: Lotso!
Lotso: Hey there. How are y'all doin' this fine evening?
Jessie: (sighs) Thank goodness! Have you seen Buzz?
Blitzo: not that we don't appreciate your welcome but there's been a bit of a misunderstanding, ya see, we need to go home and-
Lotso: Go? Why, they just got here, In the nick of time, too. We were runnin' low on volunteers for the little ones. They just love new toys, now, don't they?
Mr Potato Head: Love?! We've been chewed, kicked, drooled on!
Mrs Potato Head: Just look at my pocket book.
Lotso: Well, here's the thing, sweet potato. You ain't leavin' Sunnyside.
Mrs Potato Head: Sweet potato"!? Who do you think you're talking to?! I have over 30 accessories, and I deserve more respect--!
Lotso takes her mouth out, shutting her up
Lotso: Ah... That's better.
Lotso's Gang: (chuckling)
Mr Potato Head: Hey, nobody takes my wife's mouth, except me! (reaching for it but Lotso holds it for a bit before he manages to get it)
Mr Potato Head: Give it back, ya furry air freshener!
Loona: Come on, guys. We're going home.
Lotso: Whoa there, missy. You're not goin' anywhere.
Loona: Oh, yeah? And who's gonna stop us?
Loona is stopped by a shadowy figure, who then steps out of the shadows revealing himself as Buzz
Rex: Buzz! You're back!
Buzz Lightyear: Hooyah!
Rex: Buzz?
Buzz knocks Rex over by kicking him then jumps on top of him and into the air to attack the others
Jessie: Hey!
Buzz Lightyear: (yelling)
Hamm: Look out!
Buzz, proceeds to attack his friends as Lotso and his gang watch
Hamm: What are you, nuts?
Slinky: Buzz!
Buzz picks up two aliens by the antenna and swings them around. Lotso watches with a evil grin on his face as Buzz, got on top of their friends who are piled up on one another
Buzz Lightyear: Prisoners disabled, Commander Lotso
Blitzo: "commander lotso?!"
Loona; buzz what are you talking about?
Buzz Lightyear: Silence, minions of Zurg! You're the custody of the Galactic Alliance!
Rex: "Zurg"?
Mr Potato Head: "Galactic Alliance"?
Hamm: Oh, boy.
Lotso: Good work, Lightyear. Now lock em up!
Buzz Lightyear: Yes, sir!
Buzz, puts everyone in cubby like cages
Rex: (shrieks)
Twitch puts Slinky in a cubby. Jessie gets dragged by Sparks and Chuck
Blitzo and loona fight their way out of their grasp
Blitzo: eat my ass!
They make a break for it but are grabbed by stretch
Stretch: Where do you think you're going?
She shoves blitzo and loona in the same cubby next to Jessie
Jessie: Buzz! We're your friends!
Buzz Lightyear: Spare us your lies, temptress! and I'm immune to your bewitching good looks.
Mr Potato Head: [to Big Baby] Hey, Mongo, keep your paws off my wife. (as Big Baby picks him up) Hey! Put me down, you drooling doofus!
Lotso: (pushing the cubby Mrs Potato Head is in closed) Not him. I think this potato needs to learn himself some manners. Take him to the box.
Mr. Potato Head: Hey! Put me down, you moron! Where are you taking me? Bad baby! Bad baby!
Barbie arrives
Barbie: Ken? What's going on?
Ken: Barbie! I told you to wait in the Dream House.
Barbie: What are you doing to my friends?
Twitch: Get in there!
Barbie: Hmph!
Ken: Barbie, I...
Barbie: Don't touch me! We're through!
Ken: Barbie. I did...
Barbie yanks her scarf from around his neck
Barbie: And give me my scarf back!
Ken: Ow.
Later, Buzz has put Barbie in a cubby too
Lotso: Lightyear, explain our overnight accommodations.
Buzz Lightyear: Sir, yes, sir.
He speaks to the captives
Buzz Lightyear: Prisoners sleep in their cells. Anyone caught outside their cell spends the night in the box.
voiceover as Big Baby carries Mr Potato Head to a sandpit which is the box Buzz is referring to and throws him in before closing the lid
Buzz Lightyear: Roll call at dusk and dawn. Anyone who misses roll call spends the night in the box. Prisoners do not speak unless spoken to. Any prisoner who talks back spends the night...
Loona: In the box! We get it jackass!
Buzz walks toward her but Lotso stops him
Lotso: At ease, solider. They're neutralized. But remember, they'll say anything to make you doubt yourself.
Buzz Lightyear: Don't worry, Commander. Any doubt I had got pounded out of me at the academy.
Toys felt a little bad for hurting her friends but she didn't want Lotso to suspect anything
Lotso: Listen up, folks. We got a way of doin' things here at Sunnyside. If you start at the bottom, pay your dues, life here can be a dream come true! But if you break our rules, step outta line, try to check out early, well, you're just hurtin' yourselves.
He throws Woody's hat in front of the captives, causing them to gasp
Blitzo: moxxie! What the fuck did you do to him and Millie?!
Lotso: You all get a good night's rest.
gets in the truck with his gang and it drives off
Lotso: You got a full day of playtime tomorrow
They leave as buzz keeps watch
Meanwhile, at Bonnie's house, the toys who went with moxxie and Millie are typing the address into the search engine
Moxxie: 1225 Syca...
A message appears
Millie: Who is Velocistar237?
Trixie: [rapidly typing on the keyboard] Oh, that's just a dinosaur toy down the street. That's nothing. Let me just take care of that. Just a dinosaur.
Moxxie : Alright, alright. Sycamore. Okay, enter
Trixie presses the enter button
Moxxie: oh please don't be far
A purple line shows the distance between 1225 Sycamore and 234 Elm, showing it to be just around the corner from Bonnie's house]
Moxxie: Right around the corner?
Their overjoyed and relieved
Millie: It's right around the corner!!
Trixie: Yay!
Moxxie: we're going to college! Look at me! I'm a big toy on campus! Hello! Hey, I'll see you at the sock hop
Millie: oh you!
Dolly: Okay, Potsie.
Millie: Hey, listen. If any of you guys ever get to Sunnyside Daycare, you tell 'em moxxie and Millie made it home
Dolly: You came from Sunnyside?
Trixie: But how did you all escape?
Moxxie: well it wasn't easy we-...wait...what do you mean escape?
Mr Pricklepants: Sunnyside is a place of ruin and despair, ruled by an evil bear who smells of strawberries.
Moxxie and Millie: lotso?
Buttercup: The guy may seem plush and huggable on the outside, but inside, he's a monster.
Millie: but...how do you know that?
Mr Pricklepants: Chuckles. He'll tell you.
Everyone looks to see a clown toy named Chuckles sat on the windowsill nearby.
Chuckles: Yeah, I knew Lotso. He was a good toy. A friend. Me and him, we had the same kid, Daisy.
A flashback begins showing Daisy unwrapping Lotso for the first time
Chuckles: I was there when Lotso got unwrapped on her third Christmas. Daisy loved us all. But Lotso, Lotso was special. They did everything together. You've never seen a kid and a toy more in love.
We see Daisy doing several things with Lotso, including sleeping with him in bed. We then view Daisy, her toys and her family having an outing together
Chuckles: One day, we took a drive. Hit a rest stop. Had a little playtime. After lunch, Daisy fell asleep.
Daisy's parents carry her to the car. They drive off leaving Lotso, Big Baby and Chuckles alone in the field
Chuckles: She never came back. Lotso wouldn't give up. It took forever, but we finally made it back to Daisy's.
We view Chuckles, Big Baby and Lotso finally reaching the house. Lotso and Chuckles climb to the window and smile at Daisy, who's reading a book. She puts it down, and to Lotso's horror, he sees that he's been replaced by another Lotso toy. He looks down sadly and so does Chuckles. Lotso climbs down and starts to walk away but then his sadness turns to anger
Chuckles: But by then, it was too late. Something changed that day inside Lotso. Something snapped.
Lotso: She replaced us! [walking away] Come on!
Chuckles: No, she only replaced you!
Lotso: She replaced ALL of us! Didn't she?!
Big Baby: (crying)
Big Baby starts to climb up to the window but Lotso stops him, grabs his pendant with Daisy's name on it, throws it on the ground and yanks him away
Lotso: She don't love you no more! Now come on!
Big Baby: (crying)
Chuckles watches after them in sadness. Later, the three toys are sat on the back bumper of a Pizza Planet truck as it speeds alone
Chuckles: We were lost. Cast off. Unloved. Unwanted.
The truck suddenly hits a bump sending Lotso, Big Baby and Chuckles flying off the bumper and onto the ground
Chuckles: Until we found Sunnyside.
They look over at Sunnyside in the distance, illuminated by lightning so they can see it more clearly. Lotso gets up and walks angrily toward it as Big Baby and Chuckles look with sadness
Chuckles: But Lotso wasn't my friend anymore.
The flashback ends
Chuckles: He wasn't anybody's friend.
He shows Big Baby's pendant to them
Chuckles: He took over Sunnyside and rigged the whole system.
Millie: so how did you get out?
Chuckles: I got broke. Bonnie found me, took me home. Other toys, they weren't so lucky. It ain't right what Lotso done. New toys, they don't stand a chance
Moxxie: but our friends are still there!
Buttercup: You can't go back!
Mr Pricklepants: Returning now would be suicide!
Dolly: But what about your Andy?
Trixie: Isn't he leaving for college?
The two imps think about the situation, worried about what they should do.