- Bagheera: [of men] They're - as big as Hathi's father, and if they don't eat you, they end up wearing you.
- Prince Louie: This place is so quiet, it makes a graveyard look lively. Oh, what am I sayin'? It *is* a graveyard.
- Prince Louie: [laghing at Kaa and Baloo stuck in an animal ribcage] I don't wanna rib you guys, but we can't stick around here.
- Prince Louie: [the others are stuck in a skeleton where they went out to try and scare Khan] Hold on, fellas. I'm gettin' the bare bones of an idea.
- [last lines]
- Shere Khan: I'm not afraid of anything.
- [a loud roar makes him gasp; meekly]
- Shere Khan: Mommy.
- Baloo: What's that, Khanie?
- Shere Khan: Uhh, uh, nothin'. Uh... look guys, I gotta go; my... mom's callin' and, I mean I... See around, OK?
- Prince Louie: [laughing with the others] I'd say Shere Khan's still a few stripes below the top of the food chain.