This is an episode from Marshall Universe.

Summary Edit

Leo won't stop laying on Marshall's face while he sleeps.

Characters Edit


Leo (the lion)




Dusty (cameo)

Tundra (cameo)

Katie (in video)

Ryder (in video)

Dogcopter (in a dream)

Story Edit

(Marshall and Leo are at the Big Donut)

Marshall: Hmmm... Hmmm... Hmmmm -- Hmmmm.

Avalanche: You can do it, Marshall.

Marshall: Thanks, Avalanche. It's just, I could get a donut, which would be tasty. But I always get donuts. Shouldn't I be living life to the fullest and trying new things? So tonight, maybe I'm thinking... Spicy Pretzels?

Avalanche: Why don't you ask your little friend?

(Avalanche looks at Leo who sits up. He then walks over to the Lion Lickers fridge and puts his nose on it)

Marshall: Ugh, Leo, those are gross. No offense.

Avalanche: You guys better hurry it up. Blizzard and I are closing up...

(Blizzard enters and exits the scene listening to music on his headphones)

Avalanche: I'm closing up for the day.

Marshall: (sees bags with "Avalanche" on them)  Hey Avalanche! There's a snack named after you?

Avalanche: Nah, those are all lunches my mom packed for me.

Marshall: Aww, that's so nice.

Avalanche: Ehh, actually, it's pretty embarassing. She's been doing it for years. I mean, I know how to feed myself! It just made me feel like a baby pup, y'know?

Marshall: Could I try one?

Avalanche: Sure. But, choose wisely. Some of those have been in there for a few months.

(Marshall and Leo head back home)

Marshall: Alrightie. (reaches into bag) Let's see what we've got here. (pulls food out) Looks like a classic PBJ sandwich cut into triangles.

(Leo in background has nose stuck in bag)

Marshall: Very nice, it's the only shape a sandwich should be. Mama Avalanche, this lunch is a win.

(Leo backs up towards door)

Marshall: And for dessert we have...woah look at this! Leo, Leo, look! It's a cookie shaped like a star. Haha! I guess you could say this cookie is...out of this world, eh?

(Leo blows the bag into Steven's face. Marshall bites the cookie. He then looks at a picture of his mom on the wall)

Marshall:  I wonder what kind of lunch my mom would've made me. Maybe actual space cookies! I just wish I knew a little more about her.

(Leo goes close up to Marshall)

Marshall: Blink if this means you love me! (blows on Leo's eyes) He loves me!

(Timeskip to Night)

Marshall: All done! I made sure to make it extra skooshy, just the way you like it! Wha...hey!

Leo: (climbs onto Marshall's bed)

Marshall: Hey, get out of there! Leo, this is the Marshall bed not the Leo bed! Come on! Whoa! Ugh! Hey! That's mine too! And Sir Bearington. Hup! Ughh. 'Night Leo!

Marshall: Love the morning.

(Marshall falls and asleep and wakes up finding himself in a strange place where it's all pink)

Marshall: (thinking) Whoa...What is this place? I can't breathe!

Princess: Marshall! Marshall! Marshall! Marshall! Marshall! Oh my gosh! Oh my gosh! Hang on! I got you! Ugh, Leo! Let him go!

Marshall:  What happened?

Princess: Marshall, are you all right? Why was Leo sleeping on top of you?

Marshall: I don't know. He's being a little clingy today. But that's cause I'm his favorite! Oh! See? Wait...Why are you here, Princess?

Princess: Me? Nothing. I was just uh...well, you know how I always, I just uh...I like to watch you sleep sometimes. And by sometimes I mean often.

Marshall: Okeydokey, it's time for everyone to leave Marshall alone. I'm a growing pup and I needs my rest.

(Leo stares at Marshall)

Marshall: Leo, that means you too.

(Leo and Princess stare at Marshall)

Marshall: (swinging pillow) Rah! Rah! Rah! Rah! Rah! (falls asleep and has dream)

(Marshall and Dogcopter are playing checkers on a tiny island)

Marshall: Hm!

(Dogcopter places a chess piece on one of Marshall's tiles)

Dogcopter: I win.

Marshall: Oh, what? That was a good move!

Dogcopter: Thanks.

Marshall: Dogcopter. How DO you do it?

Dogcopter: How do I do what?

Marshall: I mean, what's your secret? How'd you get so talented?

Dogcopter: Don't focus so much on talent, Marshall. Making art is all about communication. A piece of art is a conversation. Every choice you make, is a statement. (eats chess piece) Don't worry about labels, or conforming to a standard. Just be true to yourself, and people will appreciate your honesty.

Marshall: Wow. Thanks for the advice.

Dogcopter: And take a deep breath.

(Dogcopter flies away)

Marshall: What?

(The scene falls away and everything turns black)

Marshall: (thinking) Here again? I don't know what this place is but it feels...familiar. Why can't I breathe? Wait a minute...Leo! Ungh! Leo, my face is not your bed! What's going on with you?

Leo:  (rolls over on back to expose his belly)

Marshall: You just wanted a belly rub? You never let me touch your belly! Oh!

(Leo hugs Marshall, holding him down with his front paws)

Marshall: (muffled yelling) It's a trap! (muffled yelling) An adorable trap! (muffled yelling) Okay, you got me! Will you let me go? Come on now! Ugh!

(Leo sinks his claws into Marshall)

Marshall: Aah! That's it! Let's go Leo, you're on a time out! I said, you're on time out! You're gonna stay out here and think about what you did!

Leo: (yowls)

Marshall: Hmph!

Leo: (yowls and blinks)

Marshall:  He loves me! Aww, I just can't stay mad at you! You're a wonderful pink human being. Except you're not. 'Cause you're a lion.

(Suddenly a portal appears in Leo's mane)

Marshall: (puts head in Leo's mane) (thinking) I'm inside Leo mane?! (gasps) (Goes in and out of Lion's mane multiple times quickly) Hehe!

Leo: (growls)

Marshall: Sorry, I couldn't resist. (goes into Leo's mane again) (thinking) Am I...supposed to do something here? Wha ...? Mm...

(Marshall finds a tree where there's a bubbled gem, a flag, a sword, a picture, a chest, a shirt, and a video tape

Marshall: (picks up video tape that says "For Marshall") (thinking) For me? Who would put this here? And how does this huge place fit inside of Leo's mane anyw ...Mm...(can't hold breathe for long) (falls out of Leo's mane)

(Princess comes out of her room with Dusty and Tundra)

Princess: ...and he keeps sleeping on Marshall's face! But Marshall doesn't want me watching him anymore. So one of you two has to do it.

(Marshall and Leo go to the Big Donut)

Marshall: Avalanche! Avalanche

Avalanche: Marshall, you know donuts aren't ready for another hour.

Marshall: (whispers to Avalanche)

Avalanche: Really? Come on!

(They go to the back of the store to watch the video on the tv)

(TV static crackles)

(sea waves crashing)

(A younger Ryder is shown walking like a crab)

Katie: (chuckling) What are you doing?

Avalanche: Marshall, that voice.

Ryder: (snoring)

Katie: (chuckles) Ryder made a friend.

(seagull cries which wakes up Ryder)

Ryder: What?! Ah! (panting)

Katie: (laughs) Go on...

Ryder: Sorry, I'm getting stage fright here.

Katie: Tell us about yourself.

Ryder: Well, let's see here...My name is Ryder. No, no, no! This is all wrong!

(TV static crackles)

Ryder: Okay, go! They call me...(strums guitar) Mr. Universe! Get ready baby, you're gonna have the coolest dad this side of the cosmos! Press the button, Katie!

Katie: Oh, right! (presses button) Was that the right one?

Ryder: Uh... maybe?

Katie: Oh, what does this one do?

(TV static crackles, cue star wipe over the screen)

Katie: Isn't it remarkable, Marshall? This world is full of so many possibilities. Each living thing has an entirely unique experience. The sights they see, the sounds they hear. The lives they live are so complicated... a-and so simple. I can't wait for you to join them. (turns camera around to show face) Marshall, we can't both exist. I'm going to become half of you. And I need you to know that every moment you love being yourself, that's me, loving you and loving being you. Because you're going to be something extraordinary. You're going to be a human being.

Ryder: Hey, Katie!

Katie: Take care of them, Marshall.

(Katie walks to Ryder and they about to cry)

(TV static crackles)

Blizzard: Hey, Avalanche, come on we got to open up!

(Marshall and Avalanche turn around with tears in their eyes)

(Blizzard backs up, letting Marshall and Avalanche exit the room)

Blizzard: What in the world did you guys watch?

(Marshall walks out of the Big Donut and hugs Leo)

Avalanche: (dialing) Hey, mom? You know how I said you didn't have to make me those lunches anymore?

(episode ends)

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