Shrek the Third

DREAMWORKS.

SH ReK theT H lR D

SCHOLASTIC

D ream W orks

Meet . S h r e k

everyone from theTHlRD

Donkey and Puss In Boots

are Shrek's friends. Prince Charming wants to

be King of Far Far Away.

puss In Boots Arthur is heir to
the King's throne.
Shrek and Princess
Fiona are ogres.

Shrek Arthur
Princess Fiona

Donkey Prince
Charming

F ro g Kin g The King and Queen of Queen
Far Far Away are Fiona's
mother and father. The
King is a frog now.

The Fairy Tale
Characters

Some of the fairy tale characters
are good. They help Shrek.

Some of the fairy tale The fairy tale princesses are
characters are bad. They are friends with Princess Fiona.
the villains.
Before you read...

Who do you like from
this story?

NewWords die

What do these new words The King died.
mean?
Ask your teacher fire
or use your
dictionary.

castle

This is a castle. She likes sitting next to the fire.

crash heir

The car crashed into a bus. The King's child was his heir.

hurt ship

The girl's foot hurts. They went on a ship.

land show

Everyone loved the show.

'No way!'

No way!

Some animals live on the land
and some live in the sea.

magic / magician

Verbs

This is a magician. Present Past
He does magic. break broke
get off got off

D r ea m W o r k s

Shrek

the Third

CHAPTER ONE

'I want to be King!'

Prince Charming was a handsome man but he
was horrible!

'I want to be King of Far Far Away,' he thought.
But he needed help to be King. So he went
to see some fairy tale villains. They weren't nice
people! They didn't like Prince Charming.

'My friends, listen to me!' said Prince Charming
to the fairy tale villains.

'What do you want? We're not your friends!'
they all shouted.

But Prince Charming needed their help. He
had an idea!

Shrek and Fiona were with the Queen of
Far Far Away.

'The King is not well,' the Queen said to
them. 'You two must do the King's work.'

So they did the King's work. Shrek was not
good at it!

Shrek had to wear the King's shirt and trousers.
'I don't like this, Fiona,' he said.

Shrek started a fire in the castle.
'Oh no, Shrek!' said Fiona.
'Sorry,' said Shrek.

Shrek and Fiona went to see the King. 'I'm
dying,' the King said.

Fiona started to cry.
'Shrek, can you be the new King?' asked the
King.
'Oh no!' thought Shrek. 'Ogres aren't good
kings!' he said. 'Do you have an heir?'
'Yes. His name's Arthur,' said the King and then
he died.

CHAPTER TWO

The next heir

The Queen and Fiona were very sad.
Shrek talked to his friends, Donkey and Puss In

Boots. 'We must find Arthur,' he said. 'He's going
to be King of Far Far Away.'

So the three friends went to find Arthur.
'Bye!' shouted Shrek from the ship.
'You're going to be a father, Shrek!' shouted
Fiona.
'A father!' thought Shrek.

'Don't be frightened,' said Donkey to Shrek.
'I love my children and I'm a good father. You'
going to be a great father too, Shrek!'

But Shrek was frightened.
'Me? A father? No way!' he thought.

At the same time, in Far Far Away, Prince
Charming talked to the villains.

'No one understands us,' he said. 'The good
fairy tale characters have the best of everything.
Is that OK?'

'No!' they all shouted.
'Then come with me,' said Prince Charming.
'We're going to Far Far Away!'
'Yes!' they all shouted.
In Far Far Away, the villains broke things and
people were very frightened.
'Let's go to the castle!' shouted Prince
Charming .

At the castle, Princess Fiona was with her
friends - the princesses, Dragon and the fairy
tale characters.

Suddenly, the friends stopped talking.
BANC!
Prince Charming and the fairy tale villains were
inside the castle.
BANC!
'You go!' said the fairy tale characters to
Fiona. 'We're going to stop them.'
'Quick!' said Princess Fiona to the princesses.
'Let's go!'

Prince Charming and the fairy tale villains ran in.
'I am the new King of Far Far Away!' shouted
Prince Charming. 'Where are Shrek and Fiona?'
No one said anything.
'WHERE ARE THEY?' shouted Prince Charming
to Pinocchio.
Pinocchio was very frightened. 'Shrek went to
find the heir to Far Far Away,' he said.
'The next heir,' said Prince Charming. 'We must
find him!'

CHAPTER THREE

It's magic!

Shrek, Donkey and Puss In Boots were at sea.
They saw a school.

'Stop the ship,' shouted Shrek.
They got off the ship and walked into the
school.
'I think that Arthur is a school boy!' said Shrek.
They found Arthur.
'Arthur, you are the King's heir,' said Shrek.
'Come to Far Far Away.'
'Me, a king!' said Arthur. 'Wow!'

They jumped on the ship with Arthur.
BANG!
Arthur crashed the ship. The ship had water
in it. They went onto the land.

They saw an old man. He was Merlin the
magician!

'Please help us!' said Arthur. 'Please do your
magic. We must go to Far Far Away.'

'I don't know. I don't do much magic now/ said
Merlin.

Arthur started crying. 'Please!' he said.
Suddenly, there was a 'BANG!' and a 'CRASH!'
Shrek, Donkey, Puss In Boots and Arthur were in
Far Far Away! 'Wow!'they said.

Fiona, the Queen and the princesses were
outside the castle.

'What's Prince Charming doing? We must find
out,' said Fiona.

'I know! Quick! Let's go into the castle!' said
Rapunzel.

They went after her and there was Prince
Charming. Rapunzel ran into his arms.

'This is the new Queen of Far Far Away,' said
Prince Charming.

'Shrek is coming back!' shouted Fiona.
'Good,' said Prince Charming, 'but first you're
all going to prison!'

Now in Far Far Away there were villains
everywhere.

'This is horrible!' said Shrek.
They found Pinocchio.
'Where's Fiona?' asked Shrek.
'She's in prison. Help her!' said Pinocchio.
'There's going to be a show and Prince Charming
is going to hurt you.'
"Oh no!" said Shrek.

CHAPTER FOUR

The horrible show!

Prince Charming thought about the show. He
was very happy. 'No more Shrek!' he said with a
horrible laugh.

Shrek, Donkey, Puss In Boots and Arthur found
Prince Charming inside the castle.

'Where's Fiona?' shouted Shrek.
'Oh good, Shrek! You're here! And here's the
new King - Arthur! Ha ha!' Prince Charming
laughed. His face was close to Arthur's. 'I'M
going to be King.'

'No, stop!' Shrek shouted. 'He's not the heir. I
am, OK?'

Arthur looked at him. 'But you said ...'
'I didn't want to be King. I had to find
someone. And I found you,' Shrek said.
'OK, then,' said Prince Charming. 'Arthur, you
can go.'
So Arthur went. He was very sad. 'Shrek never
liked me,' he thought.
The fairy tale villains put Donkey and Puss In
Boots in prison with Fiona and the princesses.

'Donkey! Puss! Where's Shrek?' asked Fiona.
'Prince Charming's going to kill him in his show,'
Donkey said sadly.
The Queen was very angry. She was very
strong when she was angry. 'I can break the
prison,' she said. And she did it!
'Wow!' said Donkey.
'Let's help Shrek!' said Fiona.
Everyone ran out of the prison.

Prince Charming and the villains started the
show. Shrek was very sad.

Fiona, the princesses, Donkey, Puss In Boots and
the fairy tale characters ran to the castle.

Suddenly, Donkey saw Arthur. 'Don't go!'
shouted Donkey. 'Prince Charming wanted to
hurt you. Shrek helped you!'

'I'm coming with you!' Arthur said.
At the show, things were bad for Shrek. His
friends wanted to help but it wasn't easy.

Suddenly, Arthur shouted, 'Stop the show!
You don't have to be villains. Look at Prince
Charming. He's horrible and he's never happy!
Do you want to be like him?'

'No!' said the villains.
'Wait! Don't listen to him. I'm the King!' shouted
Prince Charming.
'No,' said the villains. 'Arthur is our King.'
'Ar-thur! Ar-thur!' everyone shouted. They were
very happy with the new King.
Shrek and Fiona were happy again too!
'Arthur is going to be a great king,' said Shrek.
'And you're going to be a great father,' said
Fiona.

THE END

R e a l W o r ld

JOURNEYS BY SEA

Do you like travelling by sea? We look at journeys
by sea from a long time ago until now.

8200 - 7600 BC

People used boats a
long time ago. First
they made boats from
trees. They made short
journeys in these boats.

boat

mast 1550 - 1600

sail People made bigger

boats. They made
ships with sails and
three or four masts.
Sir Francis Drake,
Vasco da Gama
and Christopher
Columbus used
these ships. They
made journeys to
look for new places.

1818 - 1970 Today

Then people stopped Today some people like
using sails on ships. Ships holidays on a ship. This is a
had engines. They were 'cruise'. Cruise ships are very
bigger and faster. From big. A journey on a cruise
1818 ships went over the ship can be short or long.
Atlantic. People travelled
between New York and Would you like
Liverpool. to go on a cruise?
Where would you
The Titanic was a
famous ship. It started like to go?
sailing from Liverpool to
New York in April 1912. It
crashed into an iceberg.
Many people died.

The Titanic

What do these words mean? Find out.

use journey engine iceberg holidays

After you read

1 True (v ) or False (X) ? Write in the box.

a) Prince Charming wanted Shrek to be King.
b) The villains were nice people.
c) Shrek didn't like being King.
d) The King had an heir.
e) Donkey has children.

f) Snow White helped Prince Charming.

2 Match the questions and answers.

a) Where did Shrek find Arthur?
b) Did the villains help Prince Charming?
c) Who can do magic?
d) How did Shrek go over the sea?
e) What frightens Shrek?
f) What happened to Fiona's dad?

i) By ship.
ii) In the school.
iii) He is going to be a father.
iv) He died.
v) Yes, they did.
vi) Merlin can.

Where's the popcorn?

Look in your book. Can you find it?

Puzzle time!

1 Write the words in the crossword.

F
A
R

F

A
R
A
W
A
Y

Across

2) Shrek is going to die in Prince Charming's horrible

3) The magician u se d ..................
4) The ship h a s .................. in it.
5) Shrek thought:'Me? A father?........................ '

(2 words)
Down
1) Arthur was King o f ......................................

2) They went over the water in a ..............
3) Who can do m a g ic? ......................

2a How tall are Shrek and his friends? Match the
characters with their heights.

G in g e rb re ad M an Shrek Donkey Fiona Puss in Boots

tallest 2.06 metres

1.75 metres

1 metre

75 centimetres

Gingerbread Man 10 centimetres

smallest

b How tall are you?

3 Who is it? Match the description with the picture.

i) He's green. He isn't welt

He is a frog.

ii) He has long hair. He's

handsome. He is horrible.

iii) She's green. She's an ogre.

She loves Shrek.
She has long hair.

i v ) She isn't a good friend.
She loves Prince Charming.

Imagine...

1 Choose your favourite character from Shrek.

Shrek Can you ... Merlin
walk like him / her?

say 'Hello' like him / her?

sing like him / her?

eat like him / her?

read a book like
him / her?

Princess Fiona Prince Charming

Donkey

2 Work in pairs. Choose a character and an
action. Tell your partner what to do. Take turns.

Run like Donkey!

Sing like Shrek.

Chant

1 Listen and read.

Who am I?

I'm Fiona.
I am green.
I'm an ogre,
Not the Queen!

I am Shrek.
I am frightening!
I don't want
To be the King!

I am Arthur
From over the sea.
I'm the heir,
The King - that's me!

I'm Prince Charming.
I had a show.
When Shrek came along,
I had to go!

2 Say the chant.

Adapted by: Annie Hughes
Publisher: Jacquie Bloese
Series consultant: Annie Hughes
Series development manager: Fiona Davis
Series designer: Dawn Wilson
Popcorn logo design: Eddie Rego
Editor: Emma Grisewood
Designer: Annette Peppis
Picture research: Emma Bree
Illustrations: Judy Brown (pages 4 and 5)
Photo credits:
Pages 26 &27: Imagebroker/Superstock; M. Gutjahr/iStockphoto; North Wind/AKG.

tm&© 2011 DreamWorks Animation LLC.
All Rights Reserved.

The publishers would like to thank the following teachers for their assistance in the
development of the Popcorn ELT Readers series:
Simone Horlle de Campos, Colégio Metodista Americano, Porto Alegre, Brazil; Ana
Maria Zanela Monte, Yazigi Internexus Indaiatuba, São Paulo, Brazil; Dragana Jukic,
Osnovna skola Stjepana Antolovica, Croatia; Caroline André-Riveccié, Collège Elsa
Triolet, Venissieux, France; Karine Roudière-Lange, Collège Jules Ferry, Langon, France;
Dr Grit Bergner, Staatliche Grundschule, Stadtroda, Germany; Penelope Giannopoulou,
Papaeliou School-Peiraias, Athens, Greece; Shefali Kulkarni, Trivandrum, India; Maria
Silvestri, SMS N.Dizonno, Triggiano, Italy; Helen Turner, International School of Como,
Italy; Akio Feurawaka, SEG, Tokyo, Japan; Catherine Littlehale, Notre Dame Elementary
School, Kyoto, Japan; Harumi Onimaru, Meisei Gakuin, Tokyo, Japan; Rory Rosszell, Meiji
University, Tokyo, Japan; Daniel Stewart, Kaisei Academy, Tokyo, Japan; Atsuko Takase,
Kinki University, Osaka, Japan; Jake Tobiyama, Osaka Gakuin University Senior High
School, Japan; Vitalija Meilune, National M.K. Ciurlionis School of Arts, Vilnius, Lithuania;
Michelle Hughes, The English Institute, Setubal, Portugal; Tatyana Kuznetsova, School#20,
Khimki, Moscow Oblast, Russia; Helen Marjan, Lorna Whiston School, Singapore; Ana
Kaps, OŠFranca Rozmana-Staneta, Slovenia; Beatriz Alonso & Lupita Mendoza, British
Council, Somosaguas Teaching Centre, Spain; David Enright, Spain; Marilyn Miller, Colegio
Entreolivos, Seville, Spain; Kim Ashmore & Nicole Taylor, University of York, UK.

Published by Scholastic Ltd. 2011

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Printed in Singapore

Download free Teacher's Notes
for this reader at:

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shrek3

Level 3

High Beginner

dream w orks
Shrek the third

Popcorn etl
Readers

3

Level 3 Popcorn ELT Readers

'Shrek, can you be the new King?'

The King is dying but Shrek doesn't want to be the new King.
With Donkey and Puss In Boots, he goes to find Arthur,
the King's heir. But Prince Charming has other ideas ...

Popcorn ELT Readers are a series of low-level graded readers for students
in the early stages of learning English. Based on popular films, TV series and
classic children's literature, the range of titles is designed to motivate and
engage younger learners. Each title includes a variety of fun activities, which
cater for different learning styles, and is supported by online teacher's notes.

Level 1 Level 2 Level3HighBeginner SHREK THE THIRD

Early Beginner Mid-Beginner

For students beginning For students gaining confidence For students reading
to read in English in reading in English confidently in English

200 headwords 250 headwords 300 headwords

Popcorn tel www.popcorneltreaders.com
Readers

STORY WORDCOUNT: 1116 SCH O LASTIC

ISBN 978-1-90 6-86128-5

9 781906 861285