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"They'd been together only 10 years... but it was as if Carlo had taken the old man's life with him."
- Right off the bat, the Downer Beginning with Geppetto witnessing Carlo die a violent death by bombing. Even worse is that he had managed to see the danger ahead and almost managed to get his son to safety before either knew, but by the time he realized his son had gone back for a pinecone he dropped he was helpless to save him as a bomb falls on the church and takes Carlo's life.
- To rub salt in the wound, it wasn't even a calculated attack. The plane was just lightening its load. And either the pilot was that oblivious or there just wasn't any care at all about the people below. That's war for you...
- The simple fact that Carlo's death by bombing was so violent that we cut to Geppetto only being able to afford to bury the pine cone his son went back for. He couldn't even give his son's corpse a proper burial.
- Sebastian explaining to Pinocchio what happened to Carlo, how he died, and how the memory of losing his son has been such a "terrible burden" to the grieving Geppetto.
- Pinocchio asking Geppetto why the same people who love and even revere a wooden statue of Christ dislike him, even though he too is a likeness of a person built from wood. Granted he doesn't quite grasp the context behind the statue, the irony is certainly not lost on him.
- When Geppetto learns that Pinocchio wasn't in school, he goes off searching for him, only to come upon Carlo's school book that he gave to Pinocchio. He treats it gently, as though it were the only tie to Carlo he had. Even sadder, imagine that Geppetto must've kept it all these years since his son's passing.
- Pinocchio and Geppetto's fight in the forest. It reaches to the boiling point when Geppetto angrily asks him why he couldn't be like Carlo, to which Pinocchio responds that it's because he's not Carlo, and doesn't want to be like his son, especially because he's dead. Geppetto dismisses Pinocchio's pleas to be treated as his own person, to the point of telling him that he's "such a burden". Pinocchio's left understandably hurt by this statement, so he decides to run away and join Volpe's circus to provide money for his father and be loved by Geppetto.
- While Gepetto is sleeping, we get this sad line from Pinocchio.
Pinocchio (saddened): His nose didn't grow... - Pinocchio boasts about how, if not Count Volpe's offer to join the circus, he's thinking of taking up the Podestà's offer to be a Child Soldier, and fight in war. To this, Geppetto wastes no time turning down this rather terrible idea, broken-heartedly telling Pinocchio that war is the very reason he lost Carlo.
- The entirety of the "Ciao Papa" scene.
- Pinocchio has joined the circus to provide for Geppetto and make up for his past misdeeds, but as he performs we constantly cut to Geppetto being miserable and trying to reach the circus to get his son back, which united with Volpe being a greedy bastard that doesn't even send Geppetto the few coins he leaves as payment, highlights how Pinocchio running away was All for Nothing.
- During the song, we see Candlewick's mother bidding him farewell as he leaves with his father to join the Fascist youth camp. This will turn out to be the last time that woman will ever see her husband and son.
- A minor bummer is Mussolini ordering the circus to be burnt down in reaction to Pinocchio's mockery of him. Count Volpe's carnival averts being a Circus of Fear as everyone else working for him are not seen partaking in any criminal or abusive actions towards Pinocchio or Spazzatura, thus all those honest circus workers have lost their jobs, possibly their own wagons and, if they have mercifully not been imprisoned or blacklisted, will have a hard time making it through the war. It also may add in an understandable depth of Volpe's anger towards Pinocchio for having the circus shut down by the regime, though it still doesn't excuse his attempt to murder him.
- Death remarking on the fragile nature of life: "Every last moment with your loved ones could be your last."
- The Podestà disowning Candlewick when the latter refuses to shoot Pinocchio. Even though he's not a good father, one can't help but feel bad that the only father-figure Candlewick has ever known not only disowned him, but is also killed by bombing shortly after. The sad part is, unlike Pinocchio and Geppetto (who got their reconciliation), fate has seen to it that even if he wanted to, the Podestà will never reconcile with Candlewick.
- Even much more depressing is that we never know what happened to Candlewick following the Podestà's death. Sure, Candlewick (along with several child soldiers) did manage to escape the explosion that killed his father as he is last seen trying to search for Pinocchio, but he and the others are still likely to perish from the subsequent explosions caused by the Allied bombs, and there is no indication whether or not there would be a slight possibility of them escaping back to their homes.
- Geppetto trying to wake up Pinocchio after escaping from the Dogfish, as he assumes that he would resurrect like the previous times, not knowing that at that point he gave up his own immortality to save him from drowning, until a distraught Wood Sprite points it out. To this, Geppetto gracefully resigns himself to the sad reality that he wasted his second chance at having a son once more, and now he's lost it.
- Although it's played to a heartwarming degree, the ending has Pinocchio gradually watch as his loved ones die of old age, first Geppetto then Sebastian and lastly, Spazzatura. Granted he's made peace with this and will eventually die, it's sobering to think on how long it will be before he reunites with them all.
