Star race car Lightning McQueen and his pal Mater head overseas to compete in the World Grand Prix race. But the road to the championship becomes rocky as Mater gets caught up in an intriguing adventure of his own: international espionage.

Uncle Topolino: Chi trova un amico, trova un tesoro.
Lightning McQueen: What does that mean?
Mama Topolino: "Whoever finds a friend, finds a treasure."
Francesco Bernoulli: [at the Tokyo World Grand Prix party, Francesco spots Lightning] Ah! Lightning McQueen! Bona seda!
Lightning McQueen: Uh, nice to meet you, Francesco.
Francesco Bernoulli: Yes, nice to meet you too. You are very good looking. Not as good as I thought, but you're good!
Mater: 'Scuse me, can I get a picture with you?
[drives next to Francesco]
Francesco Bernoulli: Ah, anything for McQueen's friend.
Mater: Miss Sally is gonna flip when she sees this!
[Lightning sighs]
Mater: She's Lightning McQueen's girlfriend.
Francesco Bernoulli: Ooh...
Mater: She's a big fan of yers.
Francesco Bernoulli: Hey, she has a-good taste.
Lightning McQueen: Well, Mater's prone to exaggeration; I wouldn't say she's a "big fan".
Mater: You're right. She's a HUGE fan! She goes on and on about your open wheels here.
[He taps Francesco's left front wheel]
Lightning McQueen: Well, mentioning it once doesn't qualify as going "on and on".
Francesco Bernoulli: Francesco is familiar with this... reaction to Francesco. Women respect a car that has a-nothing to hide.
Lightning McQueen: Yeah, uh...
[fake-laughs and shakes his frame "no" while falsely smiling]
Mater: Oh, for a second there I thought you was trying to fix my dents.
Holley Shiftwell: Yes, I was.
Mater: Well then, no thank you. I don't get them dents buffed, pulled, filled or painted by nobody. They way too valuble.
Holley Shiftwell: Your dents are valuble? Really?
Mater: I come by each one of 'em with my best friend Lightning McQueen. I don't fix these. I wanna remember these dents forever.
Mater: I call this move "what I accidentally did to my friend Luigi".
Lightning McQueen: [as a crowd gathers around the television] Oh, it's the Italian Formula car. His name is...
Sally: [trilling the R's] Francesco Bernoulli. No wonder there's a crowd.
Lightning McQueen: Wait, why do you know his name? And don't say it like that. It's three syllables, not ten!
Uncle Topolino: A wise car hears one word and understands two...
[Finn McMissile has just tricked the lemons into thinking they've killed him after escaping from the oil platform]
Grem: He's dead, Professor.
Professor Zundapp: Wunderbar. With Finn McMissile gone, who can stop us now?
[We cut to Mater driving along Route 66 just outside Radiator Springs]
Mater: Mater, Tow Mater - that's who - is heeere to help you!
Mater: [voice-over reading his letter] "By the time you read this, I'll be safely on an airplane flying home. I'm so sorry for what I did..."
Lightning McQueen: [reading Mater's letter in the hotel lobby] "... I don't want to be the cause of you losing any more races. I want you to go prove to the world what I already know: that you are the greatest race car in the whole wide world. Your best friend, Mater."
Lightning McQueen: [looks up] I didn't really want him to leave.
Luigi: Wait, there's more here...
Luigi: [moves to next page] "P.S. Please tell the hotel I didn't mean to order that movie. I thought it was just a preview and I didn't realize I was paying for it."
[shifts the page]
Luigi: "P.P.S. That's funny right there."
[Shifts the pages around]
Luigi: "P.P..." There's a few more pages of P.S.'s here.
Lightning McQueen: Well, at least I know if he's at home, he'll be safe.
[Mater has exposed the head of the lemon gang and saved the day]
Lightning McQueen: It's official. You're coming to all my races from now on.
Mater: Now you're talkin'.
[the two friends give each other a "high-wheel"]
Finn McMissile: I never properly introduced myself: Finn McMissile, British Intelligence.
Mater: Tow Mater, average intelligence.
[McQueen is showing Mater his latest Piston Cup, which has been renamed in honor of Doc Hudson, who is implied to have passed away]
Mater: Wow. I can't believe they renamed the Piston Cup after our very own Doc Hudson.
Lightning McQueen: I know Doc said these things were just old cups, but to have someone else win it just didn't feel right, you know?
[McQueen looks sadly at the newspaper article depicting Doc winning his third Piston Cup]
Mater: Well, Doc would've been real proud of you. That's for sure.
[McQueen gives Mater a smile of thanks]
Mater: [Approaches Guido, who is tending the bar] Hey, Guido, what's McQueen's usual?
Guido: [In Italian] How am I supposed to know?
Mater: Perfect! I'll take two!
Mater: [after being served a whole plate of wasabi] Now that's a scoop of ice cream.
Sushi Chef: [in Japanese] My condolences.
Finn McMissile: [Captured with Holley in the Big Bentley clock] What are you doing?
Holley Shiftwell: Trying to turn back time. If I can just reverse the polarity...
Finn McMissile: Good job! Quick thinking, Holley!
Mater: I'll have some of that there pistachio ice cream.
Sushi Chef: No, no. Wasabi.
Mater: Oh, same old, Same old, what's up with you?
[first lines]
Leland Turbo: [speaking into a video recorder] This is agent Leeland Turbo. I have a flash transmission for agent Finn McMissile. Finn, my cover's been compromised. Everything's gone pear-shaped. You won't believe what I've found out here. This is bigger than anything we've ever seen. And no one even knows it exists. Finn, I need backup. But don't call the cavalry, it could blow the operation. And be careful! It's not safe out here!
[sees something offscreen, gets alarmed]
Leland Turbo: Transmitting my coords now. Good luck!
Mater: McQueen, they're gonna kill you!
Mater: Do not try the free pistachio ice cream! It done turn!
Luigi: [at the Tokyo party, Lightning, Mater, Luigi, Guido, Sarge, and Fillmore descend a spiral ramp] Guido, look! Ferraris AND tires! Let's go!
Lightning McQueen: Oh ho ho! Look at this! Okay, now Mater, remember - best behavior.
Mater: You got it, buddy. Hey! What's that?
[drives off]
Lightning McQueen: No, Mater!
Lewis Hamilton: [offscreen] Hey, McQueen! Over here!
Lightning McQueen: [Lightning joins them] Lewis!
Lewis Hamilton: Hey, man.
Lightning McQueen: Jeff!
Jeff Gorvette: Hey, Lightning! Can you believe this party?
Mater: [drives over to a small isolated room with glass walls on all sides, with a zen garden and zen master inside; he taps on the glass with his hook] Hey! you done good, you got all the leaves!
Jeff Gorvette: Check out that tow truck!
Lewis Hamilton: Man, I wonder who that guy's with.
Lightning McQueen: Uh, heh heh. Will you guys excuse me for one little second?
[heads towards Mater]
[McQueen is downcast because of his fight with his friend Mater]
Uncle Topolino: You know, back when Guido and Luigi used to work for me, they would fight over everything. They fight over what Ferrari was the best Ferrari; which one of them looked more like a Ferrari. There were even some non-Ferrari fights. So I tell them, "E va bene. It's OK to fight. Everybody fights now and then, especially best friends. But you gotta make up fast. No fight more important than friendship."
Lightning McQueen: [on the starting line of the Tokyo race] Speed. I am speed.
Francesco Bernoulli: Ha ha ha! Really? You are speed? Then Francesco is TRIPLE speed! "Francesco... he's triple speed!" Ho oh! Francesco likes this McQueen! He's a really getting him into the zone!
Lightning McQueen: [to himself] He is sooo getting beat today...
Sally: [Sees Fransisco on television] He's so good looking, what, with those big, open wheels...
Lightning McQueen: Wait, what do you got against fenders?
Sally: Nothing! Nothing.
Lightning McQueen: What's wrong with my fenders?
[In Porto Corsa, Professor Z has just been given orders about what to do with McQueen, who's decided to use Allinol in the final race]
Professor Z: Allinol must be finished for good. McQueen can NOT win the last race. Lightning McQueen must be KILLED.
Sarge: [tasting gas in Italy] How do they do it? These are the same ingredients as back home, but it tastes so good.
Fillmore: It's organic, man!
Sarge: Treehugger.
Lemon Kingpin: Embrace your inner lemon. Let it drive you.
Finn McMissile: Mater, are these cars considered lemons?
Mater: Is the Popemobile Catholic?
Acer: Finn McMissile? But you're dead!
Finn McMissile: Then this shouldn't hurt at all!
[Finn McMissile sprays the fire extinguisher at Acer]
Mack: Oh, these best friend greetings, they get longer every year.
[McMissile is fighting Zundapp, who's using one of his ships to dispose of McMissile's weapons]
Professor Zundapp: Give it up, McMissile!
[McMissile uses his bombs on the ship's magnet and the ship blows up]
Finn McMissile: Now, that's how I like to start the day - you never feel more alive than when you're almost dead.
[Mater has been outfitted for his undercover mission]
Holley Shiftwell: So Mater, it's voice-activated. But, you know, everything's voice-activated these days.
Mater: What? I thought you was supposed to be making me a dee-sguise.
Mater's Computer: Voice recognized. Disguise program initiated.
[the computer uses a hologram to make Mater look like Ivan, another tow truck]
Mater: Haha. Cool! Hey, computer, make me a German truck!
Mater's Computer: Request acknowledged.
[Mater wears a funny German costume with a green hat]
Mater: Check it out! I'm wearing Materhosen! Make me a monster truck!
Mater's Computer: Request acknowledged.
[Mater wears a vampire costume]
Mater: What the? Hahahaha.
Mater: [Transylvanian accent] I vant to siphon your gas! Haha! Now make me a taco truck!
Mater's Computer: Request acknowledged.
[Mater becomes a white taco truck, and his horn plays "La Cucaracha"]
Mater: A funny car!
Mater's Computer: Request acknowleged.
[He becomes painted yellow with red flames, hot rod exhaust pipes, a hot rod engine, and a spoiler. Mater revs his engine a few times, enjoying the disguise]
Finn McMissile: [turns off the hologram] The idea is to keep a low profile, Mater.
Finn McMissile: Calculate the fastest way to...
Holley Shiftwell: [wings are suddenly appearing out of her] Done!
Finn McMissile: Oh, Miss Shiftwell...
Holley Shiftwell: They're standard issue now.
Finn McMissile: You kids get all the good hardware.
Grem: What are you laughing at?
Rod 'Torque' Redline: Well, I was wearing a disguise. You're stuck like that.
Rod 'Torque' Redline: Okay, McMissile. I'm here. It's time for the drop-off.
Lightning McQueen: Look, Mater, we're not in Radiator Springs.
Mater: You're just noticing that? Boy, that jet lag really done a number on you.
Finn McMissile: Mater, what would you say to setting up an informal task force on this one?
Mater: Wait. What?
Finn McMissile: You obviously have plenty of experience in the field.
Mater: Well, yeah, I live right next to one. I don't know, Finn. I ain't exactly been much help to anybody recently.
Finn McMissile: You're helping me. Please, Mater.
Mater: Well, OK. But you know I'm just a tow truck, right?
Finn McMissile: Right. And I'm just in the import-export business.
Mack: Those two are perfect for each other.
Mater: [as he and Lightning McQueen are surrounded by The Lemons] Listen fellas... I know what you're goin' through. Many have been laughin' and makin' fun of my my whole life. But becoming rich and powerful beyond your wildest dreams ain't gonna make ya feel better.
Lemon: Yeah, but it's worth a shot!
[raises a machine gun at them when he's suddenly sprayed away by the firetruck and the rest of the Radiator Springs gang attacks the others as well]
Mater: You know, I always wanted to be a spy.
Mater: [in London] What's everyone on the wrong side of the road for?
Mater: Excuse me, ma'am.
[expels exhaust]
Mater: Dadgum pistachio ice cream.
Holley Shiftwell: This cannot be him.
Finn McMissile: Is he American?
Mater: [swinging his tow cable] Look out, ladies. Mater's fittin' to get funky!
Holley Shiftwell: Extremely.
Mater: What's a rendezvous?
Luigi: It's like a date.
Mater: A date?
Lightning McQueen: Mater, what's going on?
Mater: Well, what's going on is I've got me a date tomorrow.
Luigi: [Guido speaks Italian] Guido don't believe you.
Mater: Well, believe it. My new girlfriend just said so. Hey, there she is. Hey! Hey lady! See ya tomorrow!
Luigi: [Guido speaks Italian] Guido still don't believe you.
Lemon Kingpin: Long live lemons!
Finn McMissile: Siddeley? Paris, tout de suite.
Mater: Yeah, two of dem sweets for me too, Sid.
Finn McMissile: Being killed by a clock. Gives a whole new meaning to "Your time has come".

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