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6!Spoilers can't be marked on this page. You have been warned.
7* As Zuba and by extension Florrie were left out of the film presumably due to the death of Creator/BernieMac, they are not even mentioned, but Alex leaves them again and for good this time.
8* Alex's desperate attempt to fix the plane after it broke the second time, only to come to face the fact that it's broken beyond repair. Him saying that the gang will never make it to New York really sells it, though.
9* Vitaly's backstory. It's no wonder why he's a BrokenAce.
10** His PTSD, and especially his lonely moment in his train car when he looks at the hoops and flashes back to the fire he now fears is particularly heart-wrenching.
11* The London performance is this mixed with Heartwarming. It's just so beautiful, it brings tears to your eyes.
12* Stefano crying to Alex when telling him Vitaly won’t go and perform.
13-->'''Alex:''' Stefano, why the sad little face?\
14'''Stefano:''' Vitaly. He will not go on!\
15'''Alex:''' Huh?\
16'''Stefano:''' I tried everything I could! (''weeping'')\
17'''Alex:''' Wipe away the tears. Calm down. Where is he? I'm sure I can reason with him.
18* The ThirdActMisunderstanding where the circus animals learn the truth about the Zoosters, particularly Stefano's comment about his tears being real but "you are not". What could have been {{Narm}}ful is instead quite painful, and the sheer betrayal in Gia's voice, and on both her face and Vitaly's, is even more so.
19-->'''Gia:''' Alex, you're from a zoo?\
20(''Alex and his friends look at them in shock. The jig is up!'')\
21'''Alex:''' Yes, yes. But wait, there's more.\
22'''Gia:''' More?\
23'''Alex:''' Or less. There's less.\
24'''Vitaly:''' You were never circus?\
25'''Gloria:''' [[IDidWhatIHadToDo We had to say we were circus!]]\
26'''Melman:''' Or you never would've let us on the train!\
27'''Gia:''' After all we've been through together, you want to go live in a zoo?\
28'''Alex:''' Gia, I...\
29'''Vitaly:''' You used us!\
30'''Alex:''' No, no, no! I mean... I mean yes, but... but...\
31'''Gia:''' And Trapeze Americano, you made that up too?\
32'''Alex:''' It didn't exactly exist when I taught it to you.\
33'''Gia:''' Ugh! Jet packs and aquatic cobras! I should've known!\
34'''Stefano:''' "Balloons to the children of the world" was not real either?\
35'''Alex:''' Yeah, that's not real. But look at what we did!\
36'''Stefano:''' I WAS SHOT OUT OF A CANNON! I COULD'VE DIED!\
37'''Marty:''' But I thought you said it was your life-long dream!\
38'''Stefano:''' For all I know… your name is not even Alice.\
39'''Alex:''' No, Stefano, but it never really was.\
40'''Stefano:''' I don't feel safe! (''Stefano sobs in Gia's arms as Vitaly looks at Alex and his friends, feeling betrayed and hurt'')\
41'''Alex:''' Gia, I...\
42'''Gia:''' ''(tearfully)'' [[BrokenPedestal We trusted you]]. (''turns and leaves in depression along with the others'')\
43'''Stefano:''' MY TEARS ARE REAL! YOU ARE NOT!\
44(''Alex, Marty, Melman, and Gloria hang their heads in shame. The penguins follow the circus crew.'')\
45'''Skipper:''' (''sobbing'') [[HypocriticalHumor I can't believe you lied to all us circus folk!]]
46* The argument between Sonya and Julien. Quite the Tear Jerker, even though Sonya isn't a FunnyAnimal like the rest of the cast and only "speaks" in growls and grunts. Her face as she looks at the door sells it all.
47-->'''Julien:''' It's obvious that I'm just an emotional whoopee cushion for you to sit on. When you look for where I am...I WON'T BE THERE! ''(Julien slams the door behind him and sobs; Sonya looks back at the door and lets out a sad grunt.)''
48* The Zoosters' return to the zoo, only to realize that they were happier with the circus and free after all while the primary trio of the circus realize that despite the earlier deception, they still dearly love their zoo friends, feel incomplete without them, and are ready to forgive them.
49-->'''Gloria:''' Well... we're here.\
50'''Marty:''' Home.\
51'''Alex:''' Huh. My rock looks smaller than I remember it.\
52'''Marty:''' Look at the mural. Doesn't actually capture the real thing, does it?
53* On a related note to the Gloria/Melman plot from the second movie:
54-->'''Gloria:''' [[RuleOfSymbolism I forgot about that wall in between us, Melman]]. Was that always there?
55* The DarkReprise of "Alex the Lion" back at the Central Park Zoo.

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