Next, Donkey and Puss tell a story about them taking shelter from a thunderstorm at Boot's Motel. It starts off well but they end up fighting over whose story is better and generally making each other look bad. Donkey gets Pinocchio to spray Puss with water, making him run away. At last, Shrek tells the final story about him as a baby-sitter trying to sort out a crazed, seemingly possessed, Pinocchio, but after continuously getting beaten up by the living puppet, Shrek tries to catch him but Pincocchio jumps out of the window. After landing on the streets, a talking cricket pops out of Pinocchio's head, claiming to be his conscience and the voice in his head making him go crazy, only to be squashed under Pinocchio's foot.