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"P.S. - If you don't get this note, let me know and I'll write you another." - Fake Shemp note (RUMPUS IN THE HAREM, 1956)

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Average Rating:     [9.45/10]   33 votes


The Stooges' inheritance from their late Uncle Ambrose has been stolen by crooked investment broker Icabod Slipp. The boys go to Slipp's office to subpoena him, but he beats each of them up, rips up their subpoenas, and takes off on a train with the boys' inheritance. The Stooges trail him, but before finding him they accidentally let a lion loose on the train. The boys finally catch up to Slipp, and the chase is on.

Curly Howard, who had retired, makes a cameo in this film as a snoring passenger.

Shemp had difficulties with doing the scenes with the lion, so the prop men had to put a pane of glass in between the lion and the Stooges when they're in the same box together. If you look carefully, you'll notice the reflection of the Stooges in front of the lion during that scene.

Footage from this short appears in three later Stooge shorts: BOOTY AND THE BEAST, LOOSE LOOT, and TRICKY DICKS, all released in 1953.

HOLD THAT LION! premiered the final version of "Three Blind Mice" as the Stooges' theme music, an updated, faster version arranged by Lyle "Spud" Murphy. With minor updates, it will be the Stooges' theme orchestration thru the end of their short subject releases in 1959; see The Three Stooges Journal # 91 (Fall 1999).

A scripted dialogue sequence not used in the film is presented in The Three Stooges Journal # 127 (Fall 2008).

IMDb Rating


Moe, Larry and Shemp
Release Date
July 17, 1947
Production Type
Short Subject
16.6 min.
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Cast Members   Production Crew

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Production Notes   (4)
Working Title(s):   THE LION AND THE LOUSE
Title Origin:   Football term, "Hold that line," and possibly a reference to the lyric, "Hold that tiger" from song "Tiger Rag."
Prod. No.:   4087
Shooting Days:   4 days   From: 1947-01-28   To: 1947-01-31

Stooge Mayhem   (Avg. 8.00)
Face Slaps: 28 Eye Pokes: 3 Head Bonks: 1 Pastry Thrown: 0

Stooge Quotes   (6)
  • "Rome wasn't built in a day, and neit'er was Syracuse."

  • "What is that, a cocker spaniel?" "No, I think it's just a Spaniel."
    (Moe and Shemp, to Curly)

  • "Say, what's a good word for scrutiny?" "Scrutiny."
    (Moe and Shemp)

  • "Them's fightin' words in my country!" "Well then let's fight." "Well we ain't in my country."
    (Shemp and Kenneth MacDonald)

  • "We'll get that filthy lucre! / The moolah! / The geetus! / No slippery guy named Slipp, is ever gonna cheat us!"
    (Larry & Shemp)

  • "Hey, wake up and go to sleep."

Stooge Goofs   (10)
  • Background Laughter
    After the train porter, while hanging out the window, yells â€Å"HELP! HELP! AH'M LOSIN' MAH MIND!!!!!”, you can hear someone laugh in the background.

  • Disappearing Money
    When Moe pushes Shemp away, he is holding money in his left hand. When he lands on the egg crate in the next shot, however, he isn't holding his money.

  • Early Wet Stains
    You can see water stains on the wall before the fishbowl even falls down.

  • Elmer Slipp?
    When the camera shows a close-up of the newspaper article as Shemp is reading it, Slipp's first name is written as "Elmer" instead of "Icabod" like it is for the rest of the short.

  • Missing Part
    After the attorney says â€Å"You know, I think he's trying to pull something crooked”, the camera cuts over to the Stooges and Moe is looking at Shemp as if he said or did something wrong, but they didn't show it.

  • Mouthing Shemp's Line
    When Shemp mumbles something with his head in the fish tank the first time, you can see Larry mouthing it along at the same time.

  • Newspaper Article Continuity & Disappearing Piece of Paper?
    Just below the newspaper article main lead-in information about Slipp becoming the executor, which Shemp reads, the article continues in much smaller print, with no visual or logical break that might suggest what follows is a separate article. No one reads that smaller printed information, & it's a good thing, since it goes on to mention a lot of dead & wounded people as part of some completely unrelated story.Also, unless it's not part of the original "Hold That Lion!" footage & correctly belongs in "Loose Loot", when Slipp tears up what appears to be Larry's copy of the subpoena, he drops a piece on the floor. Right after that, when Moe enters the room & gets knocked out, & Shemp enters the room, the piece is gone, with no explanation of how it was picked up. It appears all the players were a little too far away from it to have kicked it out of the way during that short period of activity.

  • Stooges' Reflection
    Due to Shemp's real-life fear in working in the same scene with an actual lion, the crew had to put up a pane of glass in between the Stooges and the lion when they're in the same box together. If you look carefully during the scene, you can see the Stooges reflection in front of the lion.

  • Stunt Double's Face
    When the Stooges run inside of a berth away from the lion, they used doubles for the Stooges. Larry's double turns and faces the camera briefly and you can tell that he's not Larry.

  • Who's the Article Facing Towards?
    When Shemp holds up the newspaper, the article about the Ambrose Rose estate is upside down faced toward the camera, but in the next shot, the article is suddenly right side up faced toward Shemp.

Stooge Routines   (11)

Stooge Trivia   (1)
  • This was the only time in Stooge history that the three Horwitz brothers appeared in a short together.
    Source: HOLD THAT LION! (1947)
    Added by MR77100 on 2010-02-13 07:17:17
    Status: Confirmed
    Team Stooge Comments: The footage of Moe, Shemp and Curly was reused in BOOTY AND THE BEAST (1953).

Audio Files   (0)

No audio files are available for this episode.

Video File   (Y)

Transcript   (Y)

Transcription by Stooge:  


ATTORNEY....Emil Sitka
I. SLIPP....Kenneth MacDonald
TRAIN CONDUCTOR....Heinie Conklin
TRAIN PORTER....Dudley Dickerson

The short opens with an outside shot of a door that reads "Cess, Poole & Drayne - Attorneys At Law". The door opens and inside the office, we see an attorney sitting at his desk, talking with Moe, Larry, and Shemp.

ATTORNEY (aggravated): Gentlemen! Ugh! I've been trying to tell you for an hour that Mr. Slipp is the administrator of your estate. I'm only your attorney.

LARRY: Attorney, schmorney! We want our inheritance!

ATTORNEY: For the fiftieth time, don't you understand?! The will is being probated!

SHEMP: Oh, I forgot in this morning's paper, it said our inheritance ain't tied up anymore. Wait, I'll read it...

Shemp takes out a lens-less pair of glasses and beging polishing the non-existing lenses.

LARRY: C'mon, hurry up! We're waitin' for you to read.

SHEMP (pulling a napkin through each "lens") Don't rush me. Rome wasn't built in a day, neither was Syracuse. (puts on the glasses) I'll read it. (pulls out the newspaper and begins reading the article) "Ambrose Rose Estate Release From Probate. Three Nephews Sole Heirs. Huge Estate Turned Over To Executor. The estate of the late Ambrose Rose, deceased millionaire junk dealer was today released from probate by Judge Woodcock R. Strinker. The estate is now held by the executor, Mr. Icabod Slipp."

ATTORNEY: Aha! I've been trying to subpoena Mr. Slipp but he's been avoiding me. You know, I think he's trying to pull something crooked!

LARRY (scratching his right palm): My right palm itches; what's that a sign of?

MOE: Your hand's dirty!

Moe knocks Larry's palm into his face.

SHEMP: Why doncha leave 'im alone?

MOE (slapping Shemp): Quiet!

Moe gives Larry and Shemp the stomach-head combination at the same time, then nose-honks Shemp.


ATTORNEY: Gentlemen! Gen-tle-men! You want your inheritance, don't you?

STOOGES (in unison): And how!

ATTORNEY: Then I'll have Mr. Drayne draw three subpoenas, then it will be up to one of you to serve Mr. Slipp. Uh, and then we'll hail him into court and settle this matter once and for all. (gets up from his desk) To save time, will one of you get the files from the Ambrose Rose file cabinet, and bring it to Mr. Drayne's office?

The attorney leaves the room.

MOE (to Shemp): Get the Ambrose Rose files from the cabinet over there.

SHEMP: Aw, get it yourself! I can't see without my glasses.

MOE: Oh, no? (taking Shemp's glasses out of his pocket) I'll fix that.

SHEMP: Whaddaya doin'?

MOE (puts the glasses on Shemp's face): Can ya see now?

SHEMP: Yeah!

MOE (holding up his eye-poking fingers): What's this?

SHEMP: Two dirty fingers!

Moe pokes his two dirty fingers into Shemp's eyes through the empty lenses.

MOE (pushing Shemp away): GO ON!!!

Shemp backs into a file cabinet and accidentally pushes in the middle drawer, which causes the top drawer to shoot out and knock Shemp down. Larry rolls his eyes as he watches, then shoves Moe out of the way to walk up to the crying Shemp.

LARRY (pushing Shemp out of the way): Step aside, nitwit! I'll show ya how to do this!

Larry pushes the top drawer in, then the bottom drawer suddenly shoots out and strikes Larry's leg.

LARRY (hopping up and down in pain): OWWWW!!!!

Moe walks into the scene.

MOE: A fine time to play Hopscotch! (slaps Larry) I have to do everything around here!

Larry and Shemp back away from Moe as he angrily throws his hat to the ground.

MOE: Now pay attention you two pickle-brains and learn something.

Moe swiftly kicks the bottom drawer in, then quickly ducks before the top drawer can whack him in the head.

MOE: Ha, ha, ha! See! You have to use your brains!

Moe, forgetting that he's still crouching under the open top drawer, stands back up and bangs his head on the drawer.

MOE: OWWW! OH! OH! (as Shemp and Larry bring him to) What happened? What happened???

SHEMP AND LARRY (together): You used your brains!

As he's laughed at by Shemp and Larry, Moe fixes Shemp in the knee-elbow-chin position. He then give a no-look bop to Larry's head, which shuts his laughing up.

LARRY (holding face in pain): OWW!

SHEMP (still in the knee-elbow-chin position): What happens with me?

MOE: Nothin'...

Moe suddenly kicks Shemp in the leg, causing him to punch himself in the chin.

SHEMP: OH!!!!!

The attorney walks back into the room.

ATTORNEY: Sorry, gentlemen. Mr. Drayne had the file all the time. Subpoenas will be ready in a minute. (leaves the room)

LARRY: Oh! He had the file all the time!

SHEMP: How do ya like that guy?

LARRY: Oh, what a dope!

SHEMP: How do ya like him?!

MOE: I don't like him. Besides, I don't like this (pointing to the open drawer). But it's a matter of principle with me. I'm gonna shut that drawer if it's the last thing I do!

Moe slams the drawer into Larry and Shemp's fingers, which sends the drawer shooting back open again and crashing into Moe's head.


MOE (shaking his head in pain): That's the last thing I'll do...

The scene dissolves to an outside shot of Icabod Slipp's office, who's door reads:


Scene cuts inside of the office, where Icabod Slipp is sitting at his desk, talking on the phone.

I. SLIPP: Hello, reservations please? ... Hello, this is Icabod Slipp. Have you my reservations? ... Yes? ... (grabs paper and pen and starts writing) Cannonball Express. Car 314. 7 PM. (stops writing) Thank you very much ... I'll pick them up. Thank you. (hangs up the phone and walks to his closet)

The front door to Slipp's office opens up and the Stooges peek inside. When they think the place is empty, they walk inside.

LARRY: Here's where we beard the lion in his den.

MOE (pulling out the subpoenas): Yeah, we'll slap Slipp with these subpoenas. (gives a subpoena to Larry and Shemp each) Here.

I. Slipp looks outside of his closet and sees the Stooges.

SHEMP: Then he'll have to give us the inheritance that Uncle Ambrose left us.

MOE: Yeah...say, I wonder what this guy Slipp looks like.

LARRY: I don't know.

SHEMP: You can search me!

MOE: ...That's a good idea! We'll search all the offices.

I. Slipp, still peeking outside of his closet, puts his hat on.

LARRY: We'll get that filthy lucre!

SHEMP: The moolah!

LARRY: The geetus!

LARRY AND SHEMP (together, singing): No slippery guy named Slipp, is ever gonna cheat us! A-zoo, a-zoa, a-zoe!

MOE (slapping both Shemp and Larry): C'MON!!! Get goin'!!

Moe and Shemp each leave the office, as Larry stays in the office, still holding his face in pain. He then notices I. Slipp's desk and, wanting to look high and mighty, sits at the desk. I. Slipp then barges out from the closet and startles Larry.

I. SLIPP: So! At last, Mr. Slipp, I've caught you at your desk!

LARRY: Me???

I. SLIPP (grabbing Larry by the nose): What did you do with my money, you thief?!! (slaps Larry's nose)

LARRY (holding nose in pain): Ugh! There must be some mistake!

I. SLIPP: You bet! And you made it!

I. Slipp grabs Larry by the legs, pulling him away from the desk and knocking over several things.

I. SLIPP (holding Larry upside down): Give me back my money, you crook!

I. Slipp slams Larry's head into the ground repeatedly.


A whole bunch of stuff falls from Larry's pockets, including the subpoena.

I. SLIPP: You crook!!!

Slipp pulls Larry back right-side up, then Larry falls back into the seat of a couch. Larry then just sits there, with a blank and dazed look on his face.

I. SLIPP (ripping up the subpoena): HA, HA, HA, HA, HA!!

Slipp notices Moe about to come in through one of the office doors, so he quickly heads out of the office through the other door. Moe walks in and notices Larry.

MOE: Larry, did anybody come in here? I think that crook is...

Slipp barges back into the office and grabs Moe by the collar.

I. SLIPP: Aha! Mr. Slipp! Where's that dough you gypped me out of?

Slipp gives Moe the stomach-head combination, which knocks him out. Slipp reaches for Moe's pocket and pulls out the subpoena. After a few seconds of just letting the dazed Moe just stand there, Slipp blows air in Moe's face, pushing him down onto the couch and next to the knocked-out Larry.

I. SLIPP (looking at Larry and Moe): Ha!

Slipp rips up the subpoena and then turns towards the desk. All of a sudden, Shemp back walks in the office.

SHEMP (to Slipp): Pardon me, did you happen to see...

I. SLIPP: Aha! At last I've caught you at your office, Mr. Slipp, you dirty crook!

SHEMP (angered): Them is fightin' words in my country! (throws his hat to the floor)

I. SLIPP (rolling up his sleeves): Alright, let's fight!

SHEMP (fearfully): Well.... we're not in my country...

As Shemp quickly turns around, Slipp give him a swift kick in the rear.

SHEMP: Oh! (turns back towards Slipp) Cop a sneaker, eh?

Shemp starts doing his shadowboxing dance, and Slipp just stands there watching, not intimidated at all. Finally, Slipp hauls off and slugs Shemp in the jaw. Shemp then dazedly spins around, and then stops, facing away from Slipp.

SHEMP (wondering where Slipp is): It's lucky he left!

Slipp taps on Shemp's shoulder.

SHEMP (turning back towards Slipp): Yes?

Slipp gives Shemp another punch, which knocks him into the wall. A fish tank close-by falls off of the shelf and smashes over Shemp's head, leaving Shemp knocked out and looking like an astronaut. Slipp walks over to him and takes the subpoena out of his pocket, then rips it up. After throwing the ripped-up pieces in the trash, Slipp walks up to his desk and pulls out his satchel, which has the Stooges' inheritance inside of it.

I. SLIPP (looking at the money): The estate of Uncle Ambrose Rose...and we thank you!

Slipp is on his way out the door, then looks back at the dazed Larry and Moe.

I. SLIPP: So long, chumps!

Slipp leaves and closes the door. Moe and Larry then come out of their daze, then startle each other as they face each other.


LARRY (doing a double take): Moe!

MOE: Yeah...Hey, a guy thought I was Slipp!

LARRY: Me, too, I...

Larry and Moe look off-screen in shock then get up from the couch. Camera cuts over to Shemp, who's struggling to get the fish tank off of his head. Moe and Larry run up to him.

MOE: Take it easy, kid! We'll get if off.

Moe and Larry try to pull the tank off of Shemp's head, but with no luck.

SHEMP: (mumbles something indecipherable inside of the tank)

MOE (to Larry): What'd he say?

LARRY: (mumbles something indecipherable like Shemp just did)

MOE: (slapping Larry) Get outta here! (trying again to pull the tank off of Shemp's head) This thing is wedged down; we can't get it off.

LARRY: We'd better get a hammer and crack it open.

MOE: Now you're usin' the bit of your brain. (slaps Larry on the head) Go on!

Moe and Larry walk over to Slipp's desk and look through the drawers, searching for a hammer. Larry pulls a pistol out of one drawer.

LARRY (to Shemp): Hey! I can't find a hammer, but this'll do. I'll shatter it! (points the gun at Shemp) Step back, to the right. I got it, right between the eyes...

Larry fires the pistol, but Shemp ducks, dodging the bullet. Moe is startled by the gunshot.

MOE: (yanking the pistol away from Larry) Why you goose-brain, you, I'll...

LARRY (noticing a poster in one drawer): Wait a minute! Look!

Larry pulls out the poster and he and Moe look at it. The poster has a picture of I. Slipp on it and says:

"Vote for Honest Icabod Slipp. For Councilman"

MOE: Hey, that's the guy that beat me up!

LARRY: Me, too! That's Slipp!

MOE: How do ya like that dirty crook? He give us the business, then scrammed!

LARRY: (noticing a note on the desk) What's this? (reading the note) "Cannonball Express. Car 314. 7 PM." He's leaving on a train!

MOE: Hey, that's in 20 minutes. (looking out the window) Hurry up, it's gettin' dark, too.

Moe and Larry head outside the door. Shemp, still stuck in the fish tank taps Moe on the shoulder before he leaves.

SHEMP: (mumbles something indecipherable inside of the tank)

MOE: Oh! Sorry kid, I forgot.

Moe takes the pistol and strikes it against the tank, shattering it. Shemp nearly passes out. Moe and Larry help him back up.

SHEMP (standing back up): I'm okay...Thanks, I would have never gotten out of there without your help.

MOE: You sure you're alright?

SHEMP: Never felt better in my life! Let's go.

Shemp is about to walk out the door with Moe and Larry, but only after one step, he passes out on the ground. Moe and Larry rush back in the room, and then carry him away.

LARRY: What happened with him?

MOE: I dunno. Poor kid must have indigestion!

The scene ends, and then fades into the inside of the Cannonball Express pullman train. The Stooges are then seen running inside of the train.

SHEMP: Whew! We just made it!

The train starts moving.

LARRY: Hey! The train's movin' and we got no money for tickets.

MOE: So what? We'll grab Slipp, jump off the train and take him with us!

SHEMP: Yeah, he won't give us the "slipp" again.

MOE: Right! We'll search the train carefully and give everybody a close...uh, a close....(to Shemp) Say, what's a good word for 'scrutiny'?

SHEMP: (thinking)...Scrutiny!

MOE: ...Thanks! (eye-pokes Shemp) C'mon!!!

LARRY (looking around the train): I don't see 'im anywhere. Maybe he's disguised.

Larry continues looking around the train and then notices a man with a hat covering his face.

LARRY: (calling Shemp and Moe) Hey! I'll bet that's him.

MOE: Take it off!

Larry takes the hat covering the passenger's face, and reveals that the passenger is asleep, and wearing a clothespin on his nose.

SNORING PASSENGER (snoring): ZZzzzzzzzzzZZZZZZ! Woo-woo-woo-woo-woo-woo! ZZZzzzzzzzzZZZZ! Woo-woo-woo-woo-woo-woo! ZZZZzzzzzzzzZZZZ! ARF!!!! ARF!!!!

SHEMP (to Moe): What is that, a Cocker Spaniel?

MOE: No, I think he's just a Spaniel!


Moe quickly puts the clothespin back on the passenger's nose, and Larry puts the hat back over his face.

LARRY: That's not him!

The Stooges walk away from the snoring passenger, then walk by another sleeping passenger, with a hat and a long beard.

SHEMP (to Larry and Moe): Here he is! He's disguised with a phony beard.

Larry takes of the passenger's hat, and Moe yanks his beard. It turns out that the passenger is not Slipp, and his beard is real.

BEARDED PASSENGER (holding his beard in pain): OWWWW!!!! (standing up out of his seat) YOU IDIOT!

The bearded passenger triple-slaps the Stooges, then sits back in his seat, crying and holding his beard in pain. The Stooges quickly walk away. Suddenly, they run into the train conductor. The boys make way for him.

TRAIN CONDUCTOR: Tickets, please!

LARRY (pretending to search his pockets): Oh, tickets?

SHEMP: Oh, tickets?

MOE: Oh, tick -- Oh, yes! (pointing to a door) We left it right here in the drawing room. Right this way.

Moe shows the conductor into the "drawing room" which is actually a woman's dressing room; we see the shadow of a woman curling her hair. After the conductor falls for the trap and walks inside the room, Moe slams the door shut. Suddenly from outside the room, the Stooges hear yelling

WOMAN IN DRESSING ROOM: EEEEEEK!!!! (slapping sounds) GO AWAY! (more slapping sounds)


The Stooges quicky run-off camera, then we see the dressing room door open up and the conductor comes out with a nasty black eye. He then sees the Stooges standing in a huddle on the other end of the train.

TRAIN CONDUCTOR (to the Stooges): Hey, you!!!!

Moe hides and sticks his leg out while Shemp and Larry make silly sounds and faces to taunt the conductor. He runs up to them, and trips over Moe's leg.

LARRY (to Moe): C'mon! C'mon!

Moe, Larry, and Shemp escape from the conductor, and then run inside of a room with several large cargo boxes.

MOE: That conductor's after us and we'd better hide!

LARRY (opening up the latch to one of the boxes): Hey, in here, fellas!

Larry opens up the box and the Stooges hide inside of it. They don't even notice that there's a lion right behind them in the box.

MOE: Whew! We'll be safe in here.

LARRY: Yeah, we'll wait until the conductor goes, and then we'll find Slipp.

MOE: Shh!

The boys listen out. The lion behind them suddenly lets out a roar.

MOE (to Shemp): What's the matta, you got indigestion?

SHEMP: No! I feel fine!

MOE (to Larry): Then it must be you! Why don't you take a bicarbonate of soda?

LARRY: Why don't you shutup; you wanna give us away?!

SHEMP: Don't be silly, we're safe as babies in here.

The lion behind the Stooges roars again.

MOE: I'm sure I hear something!

LARRY (sniffing): I smell somethin' awful!

MOE: You tellin' me? Why doncha use cologne? ... Shh!

The lion roars once again, this time causing a breeze down Moe's back.

MOE (to Shemp): Stop breathin' down my neck!

SHEMP: I ain't breathin'!

MOE (to Larry): Then it must be you...

LARRY: How can I be breathin' down your neck on that side when I'm on this side? -- SHUTUP!

MOE: ...maybe there's a draft behind...

Moe turns around and notices the roaring lion.


The Stooges dash out of the box, and the lion follows them. The Stooges run out of the room and then duck into a pullman berth, ditching the path of the lion.

LARRY (out of breath, and clutching his chest): I'm paralyzed! I can't move!

MOE: Nevertheless, we gotta find Slipp!

LARRY: We'll never find him now. All the berths are made up and everybody's asleep.

SHEMP: That's good, and that's just what we're gonna do -- SLEEP!

MOE: For once in your life, you're right. We'll get that crook in the morning.

The Stooges take off their shoes and Shemp accidentally hits Larry on the head with his.

LARRY (holding his head): OOH!

MOE: Take it easy, boys!

SHEMP: Which way's the train going? I'm gonna sleep here.

LARRY: Eh, sleep that way...

Camera cuts over to the lion, who's wandering around the back of the pullman train, and crawls inside of a room where the train porter is humming to himself while polishing his shoes. The lion crawls on the couch behind the porter and makes itself comfortable. The porter, not noticing the lion at all, mistakes the lion's tail for a dauber and dips it in the polish bottle. A sudden roar from the lion catches the porter's attention and he slowly looks behind him.


The porter tries to jump out the window, but he gets stuck mid-way.


The lion crawls over to him, and starts scratching the porter's rear end with it's sharp claws.


The lion leaves the room as the trapped train porter continues to scream helplessly. Camera cuts back over to the Stooges' pullman berth, where the Stooges are asleep, and Moe's foot is hanging outside of the berth. The lion crawls over up to the outside of the berth and then starts to lick Moe's foot. Moe, still sleeping, begins to smile a little. The lion then breaks into a random fit of ghoulish-sounding laughs before continuing to tickle Moe's foot with his tongue.

MOE (still asleep): HA, HA, HA, HA, HA! HA, HA, HA, HA, HA!!!

Moe awakes and pulls his foot back into the berth. He looks over at the snoring Shemp and then, thinking Shemp was the one tickling him, gives him a kick right in the jaw. Shemp awakens

SHEMP: What's the idea?!

MOE: Stop ticking my foot!

SHEMP: I didn't touch your foot!!

MOE: Ya did, too! Come on up here and sleep with us.

As Shemp makes his way over to Larry and Moe's side of the bed, Moe wakes Larry up with a tap to the shoulder.

MOE: Hey! Wake up and go to sleep!

LARRY (still half asleep): I'll wake up sleeping...

MOE: Yeah, c'mon...Under the blankets.

SHEMP (to Larry): Move over!

Larry makes room for Shemp, and then they all fall back asleep. The lion crawls inside of the Stooges berth and lays right on Moe and Larry's feet, waking both of them backup.

MOE (to Larry): Get your big feet off of me!

LARRY: I ain't got my feet on you, you got your feet on me! Get 'em off!

MOE: I said get your feet off!

LARRY: Get yours off of me first!

SHEMP (awakening): Ohh, will you guys keep quiet around here, I...

The Stooges look over and notice the lion right in their berth.

STOOGES (together): NYUUUUUUH!!!

The Stooges dash out of their pullman berth, pulling down the curtains covering the berths. All the other passengers awaken and notice the lion.

PASSENGER VOICE #1: Oh look, a lion!



The Stooges manage to escape from the mess, and they stop by a door.

MOE: Boy, that was close!

Suddenly, the door next to the Stooges opens and I. Slipp walks out.

MOE: Hey, it's SLIPP!!!!

LARRY: You dirty...

The Stooges reach out to deck Slipp, but he ducks and runs away, leaving the boys to accidentally punch out each other.

MOE: Why you...(noticing Slipp ducking into a room) there he goes down there!!!

The Stooges follow Slipp into the room with all the cargo boxes. The boys run around the boxes and end up bumping into each other.

MOE: Why you...

Slipp peeks his head out from behind a box.

LARRY: There he is!

Slipp ducks out of the way. Moe grabs a hammer.

MOE (to Shemp): Hey, you surround 'im! We'll chop him off at this end.

Shemp sneaks over to where Slipp his hiding, and Slipp gives him a punch right in the jaw. Slipp then pushes Shemp over toward Moe and Larry. Moe, mistaking him for Slipp, gives Shemp a whack to the head with the hammer, knocking him out unconscious.

MOE (realizing who it is): Aw, Shemp!

LARRY: Shemp!

MOE: How do ya like that?

Larry and Moe carry Shemp back up and Moe tries to bring him to by fanning a hammer in his face.

LARRY: Say a couple of adjectives!

MOE: (whacking Larry in the eye with the hammer) Quiet!

Slipp sneaks behind the Stooges and pulls out his knife. Moe throws the hammer away behind him and unknowingly knocks out Slipp.

I. SLIPP (groaning): OHHHHH!

Slipp passes out and Moe and Larry look over at him. Shemp comes back to.

MOE: It's Slipp! He's out!

Larry grabs Slipp's satchel and opens it up.

LARRY: Oh, boy! Our inheritance! We're in the gyp!

MOE: The moolah!

LARRY: Ha, ha!

MOE: (hands some money to Shemp) Here's one for you...(hands some money to Larry)...one for you...(hands some money to himself)...and one for me!

I. SLIPP (regaining consciousness): OHHHH....

MOE: (grabbing the hammer) And one for you! (whacks Slipp on the head with the hammer again, knocking him out)

SHEMP (anxiously grabbing the money): Gimme the bonds! I want the bonds!!!

MOE (pushing Shemp back): Hold your horses!

SHEMP: I want it now this minute!!! (makes ticking sound) That's what I want right now!

MOE: ...Well, you got it...

Moe eye-pokes Shemp, then pushes him away. Shemp falls back down and lands right onto a crate of eggs.

SHEMP (hands filled with egg yolk): Ugh! How do ya like that? I feel like a piece of french toast! I...

Shemp looks up at Moe and Larry, then gets a sly idea. He grabs two eggs and launches them in the air. Camera cuts over to Larry and Moe counting through their money.

MOE: Fifty one, fif...

Suddenly, the two eggs splatter all over Moe and Larry's faces each.

SHEMP: Ha, ha, ha, ha...

Shemp stops laughing when he realizes that Moe and Larry are probably going to kick his butt.

LARRY AND MOE (together): HA, HA, HA, HA, HA, HA!

The hysterical Moe and Larry walk over to Shemp, who's covering his face in fear.

SHEMP: You...you fellas ain't mad???

LARRY AND MOE (while still laughing): NO! HA, HA, HA, HA, HA!

SHEMP (relieved): HEE, HEE, HEE, HEE, HEE! HA, HA, HA...

Suddenly, Larry and Moe stop laughing and then shove eggs all over Shemp's face.

LARRY: Who's mad?

MOE: Mad, huh? Who's mad, huh?

LARRY: There ya are!

MOE: How do ya like that?

Larry and Moe continue to egg poor Shemp as the scene fades out.


Videography   (1)

Fan Reviews   (15)
Posted 2014-04-09 15:06:24 by Red Skeleton

Shemp has some great moments in this short. The fight scene with Slipp and his footwork are classic. Of course can't forget...."Gimme the bonds. I want the bonds....I want it now this minute...That's what I want, right now!"

Reviewer's Rating: (8)
Posted 2010-11-21 12:34:48 by sages4stooges
For my friends who don't appreciate Shemp, this is the episode I show them and it usually wins them over. I loved his delivery, facial expressions and fancy footwork (in the fight scene with Slipp.) Of course, I the Curly cameo is a treasure not to be missed.

Reviewer's Rating: (10)
Posted 2010-04-14 20:58:35 by Shemp_Diesel

"Them is fightin' words in my country."

"Alright, lets fight."

"Oh, well were not in my country."

4 pokes

Reviewer's Rating: (9)
Posted 2007-12-06 17:31:40 by benjilbum
Edited 2009-05-05 21:01:48 by benjilbum
The Curly cameo is great. Love the part where Ken MacDonald beats the boys up in the office. With Larry sitting in his chair like a big shot, laughing. Then Shemp throwing his hat down and saying "thems fightin' words in my country".
Dudley Dickerson is my 2nd favorite Stooge stock player, after Christine of course, and you can see why here.
The way he tries to scream but can't, and the bulging eyes. He does the same thing in Gents in a Jam. In fact this was the 1st Stooge movie I ever saw, way back in 1960. I remember that because of the line "I feel like a piece of French toast". That always stood out in my mind as a kid. When Shemp was at his best, he was almost as good as Curly and it shows here.

Reviewer's Rating: (10)
Posted 2001-07-12 08:15:00 by shemp.howard
Edited 2006-03-26 11:06:08 by shemps#1
An excellent short, with a now legendary cameo by Jerome Howard, better know as Curly. This cameo alone makes the short an interesting watch as we get to see all three Howard brothers together. Aside from the cameo, the short itself is laugh out loud funny, with some great puns and solid laughs. My favorite part is Larry's chuckle when he props himself up in Slipp's chair. Kenneth McDonald makes for a great stooge heavy, and the chase on the train finale is full of energy! Four pokes!

Reviewer's Rating: (10)
Posted 2001-05-19 01:29:00 by Stooge
Edited 2003-06-24 03:07:00 by Stooge
An excellent film, and Icabod Slipp is probably Kenneth MacDonald's most recognizable Stooge role. The major highlight of this is, of course, Curly's cameo as a snoring passenger.

Reviewer's Rating: (10)
Posted 2001-11-16 16:39:00 by jaronson
Great short. Curly's cameo is the highlight in this short, but I noticed something weird. While Moe and Larry keep yelling at each other to get their feet off each, Shemp looks like he is chewing gum. Was he really.Grade: A-

Reviewer's Rating: (9)
Posted 2001-08-30 12:32:00 by Genius In the Lamp
Despite an ending that dragged on a bit, this one was very good indeed. The scenes on the train were very funny indeed, especially when they hoodwink the conductor. Special mention to Kenneth MacDonald as Ichabod Slipp, who must have had a blast "beating up" the boys while remaining suave and debonair during the whole scene.

Reviewer's Rating: (9)
Posted 2001-08-24 05:13:00 by [Deleted Member]
Whatta great short! Shemp is superb, especially in the whole scene where I. Slipp confronts him. Curly's cameo is great! My mom almost snores just like that. It was funny when they tricked the conductor into going into the ladies' drawing room.Top-notch short from a top-notch team.ISLIPP, ITRIPP, ISKIPP. ©2001
Posted 2001-04-28 11:27:00 by Ichabod Slipp
I can't add anything more to the fascination that I have as well to seeing the three Horowitzes in a scene together, brief as it was. "No, I think it's just a spaniel." (Of course, according to the bio that I saw, Curly was set for a cameo in "Malice in the Palace" but it got cut.) My favorite bit, though, is Shemp spinning around, facing away from Kenneth (Ichabod Slipp! Ha ha!) MacDonald, and saying "It's lucky he left." Shemp had an unmatched style of humor that got serious short shrift from the Columbia bean counters.
Posted 2001-04-23 00:27:00 by Mike Holme
Re-Review: A good short, but it has some downfalls. First of all, I actually like the remake "Loose Loot" better because it was more fast-paced and plus the stooges got to have a big fight with Slipp and his henchman. Plus, I wish Curly could have had a bigger role in this short than just a silly snoring guy. Overall, A good short but with a few downfalls.
Posted 2001-04-22 20:12:00 by Nicole
Wonderful short! I didn't realize that this was their 100th episode, though I did know about Curly's cameo. Sad, though, about Culry not ever being able to join the again. They just weren't the same without him. Not that Shemp wasn't bad, and I understand about his phobias (I have a few myself). Four stars for the Howard brothers together!
Posted 2001-03-10 19:23:00 by sickdrjoe
Right you are, boys. And let me throw in a thought that struck me upon re-viewing LION: for all intents and purposes, if you overlook one piddling technicality, there are FOUR brothers on that set. I find it harder and harder to acknowledge Larry Fine wasn't a Howard. He's the Tom Hagan of hard slapstick (warning: GODFATHER trivia alert!) Larry gets relegated to second-class too often, mostly because too many people tend to associate the talent with the family name Howard, but in many ways, Larry spent more time, shared more experiences, knew more joy and despair simultaneous with, and - face it - was more brother to the three Horwitzes than many real-life brothers are or ever will be to their siblings. That train scene has historical gathering-of-the-clan importance; I just wish it was a better short!
Posted 2001-03-05 15:39:00 by Uncle Mortimer
I just think it's cool (and ironic), that this is the "100th" short and it's the only one to feature all 4 Stooges. It's like an unintentional "anniversary" short. I always find myself watching Shemp looking at Curly, in that 'train scene'. It's our only chance to see THOSE two brothers interact. It always leaves me wishing that there were moments in Stooge history where Shemp and Curly had dialouge interaction. (what a BOATLOAD of combined talent there was, on that train!!)
Posted 2001-03-03 15:25:00 by NicktoBarada
Curly looks rather nice with hair, doesn't he? This is a very cool short, the jokes are hilarious, and it's nice to see all four stooges in one short together. I love the part when Moe and Larry revive after Slipp's attack, only to be startled at the sight of each other. Heck, I'm laughing even as I type this. *<:0)

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