# The Tale of Despereaux (film)

The Tale of Despereaux is a 2008 children's fantasy adventure film about Desperaux Tilling, a courageous, curious mouse who befriends a compassionate rat, Roscuro, as he embarks on an adventure to rescue a kidnapped princess and restore happiness to the kingdom of Dor in the process, even when his ambitions get him banished from his hometown.
    Directed by Sam Fell and Robert Stevenhagen. Written by Gary Ross.

## Dialogue

    [first lines]
    Narrator: Once upon a time, there was a brave little mouse who loved honor and justice and always told the truth.
    [Camera zooms in and we see a rat named Roscuro]
    Narrator: No, that's not him. [Roscuro yawns] That's a rat. And anyone who knows anything, knows there is a big difference between a mouse and a rat. [Roscuro climbs on a barrel and looks at the sun] First of all, rats hate the light. They spend their lives in the darkness. They're also terrified of people, which is why they slink and cower all the time. [Roscuro goes near a sailor named Pietro] And as far as telling the truth as concerned, well, that is impossible, because as everyone knows...
    Roscuro: [clears his throat]
    Narrator: ...a rat can't talk.
    Roscuro: [begins to talk] Tell me that thing again, please.
    Pietro: Come on!
    Roscuro: Just once, I promise. Tell me one more time and I won't ask you ever again, I swear.
    Pietro: Fine. We are headed to Dor, one of the most magical places in the whole world.
    Roscuro: No, that's not what you said before. You know, every place has something special, and in Dor, it's the soup!
    Sailor: Land, ho!
    [Roscuro climbs the mainsail, sees the Kingdom of Dor]
    Roscuro: I can see it! [sniffs] Ooh! I can smell it! I CAN SMELL IT!
    Narrator: Now, it's hard to be genius all by yourself. In fact, sometimes it takes a little help.
    [smoke emerges from the pot of soup, an empty pot falls on the table, the smoke carries to the empty pot, and from the pot emerges Baldo, a soup genie made of vegetables]
    Andre: You changed something.
    Baldo: You're crazy. I did not touch it.
    Andre: I can smell it. What's this?
    Baldo: What?
    Andre: This! [picks off a garlic]
    Baldo: Ow! Garlic.
    Andre: Garlic?
    Baldo: Yeah, a little garlic. It was already there.
    Andre: No.
    Baldo: Yes.
    Andre: No.
    Baldo: Yes.
    Andre: NOT THIS MUCH! [grabs the garlic vine]
    Baldo: OW!
    Andre: [as he rips the garlic vine from Baldo] You ruined my soup!
    Baldo: I saved your soup! Those people wait all year, and you want to give them this...dishwater.
    Andre: Dishwater?
    Baldo: Dishwater.
    Andre: DISHWATER?! [hits Baldo]
    Baldo: OW! Cut it out!
    [the scene cuts to outside the kitchen with windows showing Andre and Baldo still fighting]
    Andre: [offscreen] I don't have to stand here and listen to a big talking garbage can!
    Baldo: [offscreen] Huh! And I don't to stand here and listen to a coward!
    [the scene cuts to inside the kitchen]
    Andre: Coward?!
    Baldo: Yes, a coward!
    Andre: Call me a coward!
    Baldo: Yes!
    [Andre yells and throws a tomato at Baldo, Baldo dodges and throws another tomato at Andre]
    Andre: OH NOOOO!!!
    [Baldo laughs. Andre throws a turnip at Baldo, he dodges again and throws multiple tomatoes at Andre, Andre dodges and picks up the bottle and throws it at Baldo, Baldo dodges, the bottle lands in the soup, a crowd of voices heard gasping]
    Andre: Oh, no no no no no no no. That did it.
    [Baldo mutters as Andre taste-tests his soup, Andre chuckles and Baldo also taste-tests the soup]
    Baldo: Bellissima!
    Andre: Fantastique!
    André: [after serving soup at the queen] And voilá!
    The Queen: This soup is superb
    André: Wait to taste it majesty
    The Queen: This is...
    Roscuro: Whoa!
    The Queen: delicious absolutely... [Roscuro lands into the Queen's soup. Both she and André looked] Oh, it moved! My soup moved!
    André: No, it... It did not move.
    Roscuro: [emerges from the soup] Oh, Your Highness.
    The Queen: [screams]
    The King: Darling?
    The Queen: Oh! A rat! There's a rat in my soup!
    Roscuro: Madam, I know this is unfortunate. And I know that while on first glance, I might...
    The Queen: A rat! In my soup!
    Roscuro: No. Please. Shh, shh, shh.
    The Queen: And I ate it!
    Roscuro: Your Highness, hold on... [the Queen gags and collapses into the soup] Uh-oh. [jumps out of the soup]
    Botticelli: You don't need to be afraid. I know it's dark, but you'll get used to it.
    Roscuro: W--Who... who are you?
    Botticelli: Just a rat, like you. Come with me.
    Town Crier: From this moment on, soup, the making of soup, the selling of soup, or the eating of soup, is hereby outlawed in the kingdom of Dor! Rats are to be considered illegal as well and are hereby deemed unlawful creatures in the kingdom of Dor! From this moment on, anyone harboring, sheltering or possessing a rat in any way, shall face the full wrath of the law!
    Princess Pea: [as she looks outside her window] I wish it would rain.
    Louise: You and the whole world, princess. [accidentally pricks Princess Pea with a pin]
    Princess Pea: OW!
    Louise: Sorry, milady.
    Princess Pea: Well, at least I can still feel that. [looks outside her window again] Louise, do you think there's a bit of...light somewhere in the world?
    Louise: Don't know, princess.
    Princess Pea: I think there is. You just need to know where to find it.
    Lester: [as he runs home] 'Scuse me. 'Scuse me. [bumps into another mouse] Oh, sorry. Sorry.
    Mayor: Tilling?
    Lester: Mr. Mayor? Hello.
    Mayor: Where are you going?
    Lester: Oh, well, my... Uh, my baby is having a... Uh, uh, no. My wife is h-having a...
    Mayor: Oh, right. Congratulations.
    Lester: Thank you. Thank you, sir. I'm sorry, I-I really... Goodbye.
    Botticelli: [puts his hand on Roscuro's shoulder] You're not eating.
    Roscuro: Oh, uh, I was.
    Botticelli: No...you weren't.
    Roscuro: Well, I'm just...watching, sir.
    Botticelli: Well, that's not very grateful of you, after I've taken you under my wing.
    Roscuro: Oh, well... [chuckles nervously] I'm grateful, really. I, uh, I am.
    Botticelli: You miss something, don't you.
    Roscuro: Uh, uh, no I don't.
    Botticelli: There's nothing up there, Roscuro. Nothing at all.
    Roscuro: Oh, no, I know that. Absolutely. [as he begins to walk away] Uh, uh, nothing. [chuckles nervously] Nothing. Nothing at all.
    Smudge: [to Botticelli, referring to Roscuro] He's a tough one. You're not gonna turn him. Nah, you're not.
    Botticelli: Oh, I don't know. A rat is a rat. It doesn't really matter where you come from.
    Despereaux: [reads the page] "Once upon a time". That's great, isn't it? "Upon a time"? And they don't even tell you what time that is yet. It's like you have to find that out.
    Furlough: You're not supposed to read it, Despereaux. You're supposed to eat it. [hands the ripped page to Despereaux] Good. I'll come back in an hour. [Despereaux reads the page again] And no reading! It's a rule.
    Lester: How was the library?
    Furlough: Fine.
    Lester: Spoil your appetite?
    Despereaux: No. Helped it, actually. Made me hungrier.
    Lester: [chuckles] Good lad.
    Despereaux: [picks up the big cheese with his fork] Ha ha!
    Lester: [shocked, drops his cheese] Did you see they're putting up, uh, a new front on the crumb shop? Quite modern, yes.
    Antoinette: Oh, but I liked the old one. Why do they have to keep changing?
    [Despereaux looks into his cup, sees a reflection of a knight fighting bandits]
    Despereaux: [referring to Princess Pea] She was beautiful, like an angel.
    Furlough: You are crazy.
    Despereaux: And she smelled so amazing, like a garden. [lies down on his bed]
    Furlough: Despereaux, you can't talk to a human. That is the worst thing you can do!
    Despereaux: No, it's the best thing I ever did.
    Furlough: They will throw you in the dungeon. You will get eaten by rats!
    Despereaux: It'll be worth it. They could tear at my flesh!
    Furlough: [realizes what he said] Oh, this is bad...
    Despereaux: [referring to Princess Pea again] And when she held me in her hand, it was-it was so soft, like floating on a pillow.
    Furlough: You know what? I'm worried about you.
    Despereaux: That's the point, Furlough. There's nothing to be afraid of.
    Furlough: QUIET! They'll hear you.
    Despereaux: C'mon, just try it. Just for a second, just try being brave.
    Furlough: Oh...
    Despereaux: And stop cowering!
    Lester: [as he opens the bedroom curtains] What's going on in here? What's all this talk about princesses and br...bravery? [to Furlough, offscreen] Furlough, I wanna see you in my study right now.
    [Furlough walks out of the room, Despereaux hugs Furlough's pillow and sits down]
    Lester: [minutes later after hearing of Despereaux with Princess Pea] Are you sure?
    Furlough: That's what he said.
    Lester: A real human?
    Furlough: A princess.
    Lester: [sighs] We need to tell them. We need to tell the Mouse Council.
    Antoinette: But they'll... [interrupted by Lester]
    Lester: This is bad. This is very bad. If they find out.. If they find out that they didn't find out... Oh, then they'll find out that it was me who... [realizes what he's saying] Oh no.
    Antoinette: BUT THEY'LL SEND HIM TO THE DUNGEON!
    Furlough: Oh, he'll get eaten by rats!
    Lester: [as Furlough and Antoinette begin to panic] No, not if we beg. If we really beg and show them that he-he's changed. That he's afraid. That he's afraid and he's turned into a mouse. And... Despereaux! [no response]
    Mayor: [offscreen] Despereaux Tilling!
    [Despereaux looks up and finds the Mouse Council slowly approaching him]
    Mayor: How long have you been working on this book?
    Despereaux: Um, a week?
    Mayor: A week? You've hardly cracked it.
    Despereaux: Well, I was...I just wanted to see how it ends.
    Antoinette: Isn't there something you can do?!
    Lester: Antoinette, stop, right now. Stop that. You have to trust them. They are the Council! They're the Council because, because they're...the Council. [sighs] They're the Council.
    Hovis: [approaches Despereaux] Come with me.
    [Despereaux goes with Hovis]
    Hovis: Stand there.
    [Despereaux stands on the spool, Hovis searches through the threads, picks the red string]
    Despereaux: Red?
    Hovis: Uh, so they tell me. [as he ties the red thread around Despereaux's string] So, you're the brave one.
    Despereaux: I guess.
    Hovis: It's good. It'll carry well down there. Wear it proudly. It's not shame. It's time.
    [the scene cuts to Hovis and Despereaux going to the dungeon]
    Hovis: [referring to the other mice] It's alright, they're too scared to come down here.
    Despereaux: [looks down in the dungeon] In there?
    Hovis: I'm afraid so. Courage, right?
    Despereaux: And truth. And honor.
    Hovis: Good. But especially courage.
    Despereaux: [walks to the edge of the plank] I'm ready.
    Hovis: Alright. Then you need to... [his machine goes loose]
    [Despereaux falls in the dungeon and Hovis slows down his machine which slows down Despereaux's fall. Despereaux swings over to a wall and goes in a window]
    Smudge: [whistles to the other rats] Lads, let's go, on the double.
    [Gregory wakes up and the rats flee to the grates]
    Gregory: [picks up his lamp] Who is that? Who goes there? Who is that?
    Despereaux: Despereaux Tilling.
    Gregory: Are you a man or are you a mouse? [his lamp shines onto Despereaux]
    Despereaux: I...am a gentleman [Gregory picks him up by his tail]
    Pack Rat #1: It's a mouse!
    Pack Rat #2: I'm hungry!
    Smudge: Shh! Quiet, lads. Patience.
    Gregory: [as he sits down] And what makes you...a gentleman?
    Despereaux: A code... A code of honor.
    Gregory: Ah-ha! You're a strange little mouse, aren't you? And where'd you find this "code of honor"?
    Despereaux: [as he partly slips out of Gregory's knuckle] Well, in a legend. A legend that I read.
    Gregory: Fine. Well, tell me this legend of yours. I could do with a good story right now.
    Despereaux: Well, it's about a princess and a knight. And his quest to save her honor.
    Gregory: Ah, it was the princess who took away my soup.
    Despereaux: She didn't take it. In fact, she misses it too!
    Gregory: How'd you know all this?
    Despereaux: I've seen her.
    Gregory: [gasps] Seen her?
    Despereaux: I've talked to her.
    Gregory: Talked to her?
    Despereaux: That's why they sent me down here.
    Gregory: Hmm. And what did this princess tell you when you had your little audience? Eh? [laughs briefly] Oh, you must be a royal mouse. Is that it?
    Despereaux: She told me that she missed the soup. And the rain. And, most of all, the sunlight. And that she just wanted it all to come back again.
    Gregory: [pause] Well, I don't wanna hear your little stories about princesses and sunshine. [stands up] Go tell them to the rats! [throws Despereaux to the floor, walks out]
    Smudge: Alright, boys, c'mon! [him and the other rats went after Despereaux, except Roscuro who stayed behind]
    Roscuro: [runs to Botticelli] Wait! [puts Botticelli's hand down] Can I, uh, h-have him? C-Can I have this one, please?
    [the other rats are heard jeering]
    Botticelli: What?
    Roscuro: It's just that that one looks... [looks at Despereaux] ...tasty.
    Botticelli: Well, this is progress. Perhaps we're starting to leave the past behind us, eh? Enjoy, my friend. Don't leave a morsel.
    Roscuro: Oh, I, I...I won't.
    [Botticelli snaps his fingers and the arena rats pulled the cat in as the cat scratches the floor as it is being dragged back to its cage]
    [Roscuro removes the rock from his window, and from it, light shone in his room. Despereaux was amazed]
    Despereaux: Oh.
    Roscuro: See that? Light. Real light. It's mine, but...you can share. It isn't much, but there isn't much anywhere since everything turned gray.
    Despereaux: You're not gonna eat me?
    Roscuro: No. I don't eat mice.
    Despereaux: Then, what do you eat?
    Roscuro: [puts down a bowl full of crumbs] Crumbs, when I can find them.
    Despereaux: So, you're a gentleman.
    Roscuro: [turns to Despereaux] Tell me that story... about the princess. Tell me what she looked like.
    Despereaux: Well, she was...
    Roscuro: Was she angry?
    Despereaux: No. No, not at all. Her heart was full of... longing.
    Roscuro: What's longing?
    Narrator: And that's how a friendship is born. Over the next few weeks, he told Roscuro everything he knew about loyalty and honor and chivalry and courage. He told him about the princess, and where her longing came from. That she missed the rain, and the soup, and even the rats.
    Roscuro: Even the rats?
    Narrator: He told him about their code of honor, about his noble quest, about duty and loyalty. And there, in the darkness of the cellar, two knights pledged devotion to a princess who was trapped inside a castle. Trapped in a life full of pain and longing. Even if no one could tell.
    Mig: Princess. Who's the princess? I'm the princess. I'm the princess! My comb, my hat, my gloves, and my... [sniffs] ...pretty powder on my pretty princess face.
    Louise: And whaddaya think you're doing?!
    Mig: Ma'am!
    Louise: Where did you get all this?
    Mig: I just borrowed it, ma'am.
    Louise: Borrowed it?
    Mig: I was gonna put them all back.
    Louise: [yells in Mig's ear] See that you do! [snatches the crown from Mig's head] And you can spend the whole week taking slop to the dungeon for your little...escapade. [scoffs] Princess. [closes the door]
    Despereaux: What kind of a quest?
    Roscuro: Uh, to right a terrible wrong.
    Despereaux: But who did you wrong?
    Roscuro: Okay. [turns to Despereaux] Do you remember, uh, when they banished the rats?
    Despereaux: Sure, yes.
    Roscuro: Okay. Well, it wasn't all the rats they banished. I mean, they did, but it was all because of one particular rat...in particular.
    Despereaux: [realizing what Roscuro means; softly] Oh...
    Roscuro: Mm-hmm. [referring to Princess Pea] If I could just tell her I'm sorry, that I'm, you know, I'm really sorry, that I didn't mean for any of this to happen. If she could just hear me say it, you know, just-just hear my voice, she-she would...she'd know how much I meant it.
    Despereaux: That is a very noble quest.
    Mig: Pretty princess. Pretty, pretty princess pie. What a pretty princess. It's my gloves, my comb, my jewely, girly hat, [wears fake crown] all sitting on my...princess head. [as she rips the picture of Princess Pea] Who's the pretty princess pumpkin pie?!
    Roscuro: You are.
    Mig: Right. I am.
    Roscuro: You are. And you should be dressed in those clothes.
    Mig: Quite right. I should.
    Roscuro: Mm-hmm. And you should lounge in that bed.
    Mig: Lounging. Lounging 'round, yes, the whole day.
    Roscuro: And you should be wearing that crown.
    Mig: [confused] I should be wearing a frown?
    Roscuro: No no no. [hops onto Mig's shoulder] Not a frown, a crown.
    Mig: [gasps] Can't here me own self think. [looks at Roscuro] AH!
    [Roscuro constantly shushes Mig as she screams]
    Mig: Who are you?
    Roscuro: I'm here to help you.
    Mig: Can't be caught with a real rat in my bunk. No, I don't think so. [gasps]
    Roscuro: [closes Mig's lips before was gonna scream] And what they found you with the painting of the princess? You think that's as bad as a rat? I want the same thing you do.
    Roscuro: You can do this. You know you can.
    Mig: I know I can.
    Roscuro: [referring to Princess Pea] She belongs in the dungeon and you belong in the palace like a princess.
    [Princess Pea is seen crying in her cell]
    Despereaux: [offscreen] Milady. [Princess Pea looks up] Psst, milady.
    Princess Pea: [as she stands up] Oh, my little mouse! It's you!
    Despereaux: I will deliver you from this evil, ma'am.
    Princess Pea: Oh, no. Just go find my father. Take this chain from around my neck to show him you're honest and truthful.
    Despereaux: Oh, I am. Honest and truthful and loyal and...
    Princess Pea: [interrupts Despereaux] I know. But hurry. Here, take it. [Despereaux takes her necklace] There isn't much time.
    Baldo: Look at you. You're still brewing tea. [turns to Andre] If you want to make a statement, what do I say? Make it a good one.
    Andre: [smiles at Baldo] Ah, it's so great to see you! [hugs Baldo] Fantastique! [cuts carrots and puts them in the soup] Marjoram?
    Baldo: Love it. Perfect.
    Andre: Ah. [smacks his lips] Superbe!
    Andre: [throws pieces of cauliflower] Cauliflower?
    Baldo: Perfect. Yes, it's about time.
    Andre: Celery?
    Baldo: Good.
    Despereaux: Hello! Down here! [ignored] The princess is in danger! Look down here! [still ignored, finds a needle]
    Baldo: [offscreen] Not too much.
    Andre: [offscreen] Fantastique. [sniffs]
    Baldo: Bellissima.
    Andre: Brava...OOOOWW! [Despereaux hops off, Andre is in pain]
    Despereaux: The princess is in danger!
    Andre: Ooh! [looks down on Despereaux] You're a cute little mouse. W-Would you like some soup? [picks up Despereaux]
    Despereaux: No, I don't want... The princess is in danger!
    Andre: And a talking mouse too.
    Despereaux: Listen, you've gotta help me.
    Andre: Perhaps a little cheese? [puts down Despereaux]
    Despereaux: [infuriated] NO, I DON'T WANT ANY CHEESE! THE PRINCESS, SHE'S IN DANGER! SHE'S LOCKED IN THE DUNGEON!
    Baldo: [gasps in shock] In the dungeon?
    Andre: Oh, don't be silly, my little mouse. Everything is fine. The princess is perfectly safe up in the... [interrupted by the sound of lightning]
    [rain pours down from the clouds and the people of Dor came outside to see for themselves]
    Andre: [looks out his window] Oh my... Baldo! Look! [turns around] It's... Baldo? Where are you?
    [cut to the castle hallway, where Baldo, carrying Desperaux on his shoulder, charge through the doors.]
    [Roscuro looks at the gong bone, then looks at Princess Pea]
    Narrator: Okay. Remember when we said that grief was the strongest thing a person could feel? Well, it isn't. It's forgiveness. Because a single act of forgiveness can change everything.
    Roscuro: [drops the gong bone] No.
    Botticelli: What?!
    Roscuro: No.
    Botticelli: You worthless little...! [turns away when he heard the other rats chanting with hunger. Roscuro runs away, unnoticed. Frustrated, Botticelli grabs the bone and bangs the gong. The rats promptly begin charging.]
    [last lines]
    Narrator: So, you could call all of this a big misunderstanding if you wanted to. A king was hurt, so he hurt a rat. And a rat was hurt, so he hurt a princess. And a princess was hurt, so she hurt a servant girl without even meaning to do it. And that servant had been hurting for so long, that almost nothing could make her feel better. But was it a mistake, or was it just good luck? Because the servant girl went back to her farm. And the jailer finally found his princess. And the king found something stronger than grief. And the mice finally got rid of their fear. And the people of Dor lived side-by-side with their rats...all except one, who went back to sea and felt a cool breeze each morning, and the sun on his face every afternoon. And we'd tell you that they all lived happily ever after, but...what fun is that?

## Voice cast

* Matthew Broderick as Despereaux Tilling
* Robbie Coltrane as Gregory the Jailer, Mig's father
* Frances Conroy as Antoinette Tilling, Despereaux's mother
* Tony Hale as Furlough Tilling, Despereaux's brother
* Ciarán Hinds as Botticelli
* Dustin Hoffman as Chiacroscuro "Roscuro"
* Richard Jenkins as Principal
* Kevin Kline as Chef Andre
* Frank Langella as Mayor
* Christopher Lloyd as Hovis
* William H. Macy as Lester Tilling, Despereaux's father
* Charles Shaughnessy as Pietro
* Stanley Tucci as Boldo
* Tracey Ullman as Miggery "Mig" Sow, Gregory's daughter
* Emma Watson as Princess Pea
* Sigourney Weaver as the Narrator

## External links

* Encyclopedic article on The Tale of Despereaux (film) on Wikipedia