Seasons pass, but MAYZIE does not return, and hunters capture HORTON.  He is auctioned off (“Egg, Nest, and Tree”) to the owner of a circus.

MAYZIE is discovered in Palm Beach, where, despite having no egg, nest, or cares, she's finding perpetual vacationing to be hard, boring work.

So MAYZIE visits the Circus McGurkus where, of course, the mischievous CAT IN THE HAT is helping the story along.

MAYZIE finds HORTON at the circus, still faithfully sitting on her egg.  She decides that, since she's so irresponsible, and he's so steadfast, the best thing is to give HORTON the egg to hatch and raise.

Feeling that he and the egg are alone in the Universe, HORTON sings a lullaby about a far off paradise:  “Solla Sollew.”

Enchanted, the circus animals join in singing the lullaby.

Realizing that HORTON isn't interested in fancy feathers, GERTRUDE has returned to her original plumage and located HORTON.  She tells him about the dangers she has faced (sinking ships, stinging bees, fog, smog, dog bite, and sprain:  “All for You.”

And, although it took seven months of searching, GERTRUDE found the missing clover!  “You're amazing,” HORTON finally notices. “It was nothing,” GERTRUDE says.

But just as HORTON and the WHOS have reconnected, the SOUR KANGAROO returns with the WICKERSHAM BROTHERS to perform a citizen's arrest of HORTON for talking to a speck of dust and loitering on an egg.

HORTON presents the clover to Judge YERTLE THE TURTLE, but the judge can't hear any sound coming fom the clover and is not impressed.

The jury is not at all friendly.

The judge sentences HORTON to be sent to the Nool Asylum for the Criminally Insane and orders the clover to be boiled in a steaming kettle of beezlenut oil.

The courtroom equpts with frenzied dancing and shouts of “Boil it!”  HORTON makes a final appeal to the WHOS to try to make themselves heard so they won't have to die.

HORTON pleads, “Ring every doorbell and send out the word!  Make ev'ry Who hollar!  Make ev'ry Who heard”

The WHOS shout “We are HERE!  We are HERE!” to no avail.  Their fate looks grim until JOJO has a Think and comes up with a new word:  “YOPP!!!!”

That does the trick.  Everyone hears the WHOS.  Now, even the SOUR KANGAROO promises to help protect the WHOS.

And the BABY KANGAROO echos, “Me too.”

Despite all the excitement, GERTRUDE remembers HORTON's egg, which begins to hatch as she holds it.

The new baby is an elephant bird.  HORTON frets, “All I know is the earth.”  But GERTRUDE reminds him, “I have wings.  Yes, I can fly.  You teach him earth, and I will teach him sky.”

Everyone celebrates “The Thinks You Can Think!”

The BOY finds himself again alone with the magical hat.

Even the smallest do not like “Green Eggs and Ham.”

We all do not like “Green Eggs and Ham.”

Everyone on stage for a post-show portrait.