The follow up to the mega-hit Toy Story, appropriately titled, Toy Story 2, brings us more laughs, more tears, and a bunch of new characters to fall in love with. In the second installment of the franchise, trouble ensues when Woody is stolen from a yard sale. He is brought to Al’s Toy Barn (owned by the devious toy collector, Al), where Woody meets some new, old friends.

We learn that Woody is actually based on a character from an old, popular TV show called, Woody’s Round Up, which also starred Jessie, The Prospector, and Bullseye. Woody loves his origin story and his new friends, but he must choose between this new life and his old one; a choice that becomes increasingly hard to make given the implications first presented in Toy Story. From the old-school charm of Woody's official TV show to the new toys' backstories, here are Toy Story 2's ten funniest and saddest moments.

FUNNIEST: "Fifty Bucks Ain't Bad!"

Andy’s mom decides to have a yard sale and gathers some of Andy’s old toys from his room to be sold. Long story short, Woody is at the wrong place at the wrong time during this yard sale and Al, the devious toy collector spots him.

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Andy’s mom informs Al that Woody is not for sale. The toys look on anxiously as Al tries to bargain with the mom, at one point, offering her fifty dollars, to which Hamm, the piggy bank, blurts out, “Fifty bucks ain’t bad.” Hamm’s humor is always welcome during these high stress moments.

SADDEST: Woody Finds Wheezy

There’s a shelf in Andy’s room that collects a lot of dust, and a lot of broken toys. Woody ends up on that shelf when his arm tears and Andy’s mom promises Andy that she’ll fix it. Once Woody is there, he discovers his old friend Wheezy on the shelf too.

Wheezy, a squeaky rubber penguin, stopped squeaking a while ago, and Andy’s mom promised to fix him to but never got around to it. Wheezy’s been on that shelf collection dust like all of the other stuff for quite a while, and finding him like that makes everyone pretty upset.

FUNNIEST: Mrs. Potato Head To Mr. Potato Head

Once the toys realize that Woody has been toy-napped. They set out on a rescue mission. Mr. Potato Head is one of the toughest toys in the bunch, so he volunteers to go with Buzz, Slinky Dog, and Rex to save the day.

The toys don’t know how long they’ll be gone, or even where they’re going so they have to prepare for any and all situations. Knowing this, Mrs. Potato Head makes sure to pack her husband anything he could possibly need including, “Your angry eyes, just in case.”

SADDEST: Woody's Arm Gets Torn

Woody being fixed in Toy Story

The movie starts out very happily. Andy is getting ready to go to cowboy camp and is excited to take Andy with him. Andy is in his room, playing with Woody, when suddenly, Woody’s arm tears and a little bit of cotton comes out.

Andy shows his mom what happened and his mom tells him that he can’t bring Woody to camp like that because the tear could get worse. Andy resolves to leave Woody behind so his mom can fix his favorite toy. When Woody looks at the damage to his arm, he is heartbroken.

FUNNIEST: Bo Peep’s Message To Woody

Bo Peep and Woody have had a thing since the first movie and it all leads up to the storyline for the fourth movie, but in the second installment, Bo Peep and Woody are still trying to keep things casual. When Woody is stolen and his friends decide to go after him, the other toys help their friends prepare for their journey.

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Bo peep wants to make sure she gets a message to Woody, so she kisses Buzz on the cheek and says, “This is for Woody, when you find him”, to which Buzz replies, “I don’t think it’ll be the same coming from me.”

SADDEST: The Cleaner Paints Woody

The cleaner looks at Woody in Toy Story 2

When Al finds Woody at the yard sale, he notes that he’s not in perfect condition. Some minor fixes don’t seem to concern Al because he has just the guy to do it.

Enter The Cleaner, who meticulously refurbishes Woody to bring him back to his original perfection, but in the process, paints over Andy’s name on the bottom of Woody’s boot, which was something Woody has always cherished because it meant he belonged to somebody, and now it looks like he doesn’t.

FUNNIEST: Toys Crossing The Street

When Buzz and friends finally reach Al’s Toy Barn, knowing that Wood is inside, they are ecstatic and feeling one step closer to saving the day. Of course, things are never that easy in Pixar’s world. The toys are on the wrong side of the road and must find a way to cross the street without becoming roadkill and without being seen by humans.

So, they each grab an orange cone and they cross, causing a massive traffic jam and multiple collisions. Once all the toys make it safely on the other side, the camera pulls back to reveal the damage they’ve caused, but are blissfully unaware of.

SADDEST: Woody Wants To Stay

After quite the adventure, Woody’s friends finally make it to Woody. Initially, they try to fight Jessie, The Prospector, and Bullseye, thinking they’re holding Woody captive, but Woody explains to his old friends that they’re his new friends and that Woody is a collector’s item.

Buzz tries to talk Woody into coming home, but Woody won’t listen. He knows his new friends need him if they’re ever going to get out of storage and he can’t leave them now. So, Woody chooses to stay with Jessie and the gang and says goodbye to his old friends and his old life with Andy.

FUNNIEST: Two Buzz Lightyears

Buzz Lightyear fighting himself

Once in Al’s Toy Barn, Buzz finds an aisle in the store completely dedicated to him. He stares up at shelves full of Buzz Lightyear dolls, all of them exactly the way he was when he first showed up Andy’s, completely unaware that they are toys. One of the dolls attaches himself to Buzz and the comedy that ensues is pretty great.

Buzz now has to deal with who he was in the past, literally. Watching Buzz get annoyed by his new friend and eventually break the news that he is just a toy, is not only funny, but ultimately redeeming for this character.

SADDEST: When She Loved Me

Jessie looking sad in Toy Story 2

This moment in Toy Story 2 could actually be one of the saddest moments in all of Pixar’s films. Jessie, Woody’s round up friend, recalls what it was like to belong to a child. Her child’s name was Emily and like Woody and Andy, they were best friends. Eventually, Emily grows up and Jessie finds herself in a donations box on the side of the road.

This entire story plays out as Sarah McLachlan sings an original song called, “When She Loved Me”, so we have all the elements needed for a good cry in this moment.

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