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CUTFEM poster


Dreamworks Animation presents...

In association with...

Tree House Comix, Inc.!

Inc., Inc., Inc.

All right, okay. So.

A long, long,

hang, tong time ago...

in a galaxy far, faraway...

there was a planet called


Oh, wait, wait, wait.

Okay, go.

That's perfect.

That's perfect. Okay.

Underpantyworld was

a peaceful planet

where everybody wore

only underwear.

Until it started to blow up

for some reason.

Oh, my gosh. Oh, my gosh.


Meanwhile, the leaders of Underpantyworld...

Big Daddy Longiohns and his

wife, Princess Pantyhose...

saved their baby

by stretching his underwear

really far...

and then

they shot him into space.

Godspeed, little Underpants.



And then he crashed on Earth,

where he was raised

by some nice...


Yeah, dolphins.

Just go with it.

Okay, fine.

Goo-goo, gah-gah.


But the space baby grew up fast.

Look! Up in the sky!

It's a bird!

It's a plane!

It's an egg salad sandwich.

And guess what? I'm rotten.

Faster than

a speeding waistband.

More powerful

- than boxer shorts.

- Yay!

You'll never catch me,

Captain Underpants.


Able to leap tall buildings

without getting a wedgie.

Hey, all right.

Good for you, pal.

Now put on some clothes,

you weirdo.

No way.

I fight for truth, justice,

and all that is

pre-shrunk and cottony.

For I am...

Captain Underpants!

The origin issue.

It's so good. We should've

done an origin issue ages ago.

Yeah, like, first.

You know, I'm not sure

about the dolphins, though.

Yeah, I know. It's just...

I didn't know if it was

the thing where it's,

like, good weird or bad weird.

Like, is it something...

The origin issue!

I've told you two

a thousand times

not to draw

these idiotic comics!


Hey, everybody!

Wait one second.

Hi. I'm George Beard.

And this is my best friend,

Harold Hutchins.

Hey. Ah, man.

It's okay. We got more ideas.

See, Harold loves to draw

and I love to tell stories.

And this old guy looking angry

right here...

well, this is the worst

principal in the world...

Mr. Krupp.

Mean old Mr. Krupp.

Hates anything fun.

Like comic books...



Ho, ho, whoa!

Even kittens!

Oh, my goodness.

Did that really happen?

Uh, no, not technically.

But it might as well have!

I'm sorry.

I'm still mad about the comic.

Yeah, me too.

And unfreeze.

In my office, now!

What is happening right now?

I don't know.

Do you think he fell

asleep with his eyes open?

Maybe. Let's try and leave

and see what happens.

Door lock activated.

Wow. That's an expensive door.

It was a choice between the

magnetic automatic door closer...

and the music and arts programs.

Pretty sure

I made the right choice.

This morning's school sign

is supposed to read...

"Sewage plant field trips

are today."

So can either of you explain

why it now reads...

"Come see my hairy armpits?"

I know you two are responsible.

How? How do you know?

Do you have any proof?

I mean,

this is a country of laws.

The proof is here.

Inside my gut.

He must have

a lot of proof in there.

Quiet fives.

Quiet fives.


Ever since you attended

this elementary school...

you've been responsible

for one prank after another.


Wow, that's a lot of pranks.

Yeah, when it's cut

all together like that,

you really get a sense

of the scope.

Some of those must've been

really hard to pull off.

And dangerous.

Like that tiger'

Oh, that tiger was crazy.

For four long years...

you two have been disrupting

the carefully calibrated,

drone-like beehive...

that this elementary school

is supposed to be.

I may not be able

to prove it yet...

but I'm gonna get you two

one day.

One day very, very soon.

All right.

Fair enough.

Get out of my office. Now!

You see what we're up against?

And that's just a typical day

at Jerome Horwitz Elementary.

More like

Jerome Horwitz Penitentiary.

Hey, guys-

What's going on, Tommy?

Same old, same old.

Poor kid.

Time to have fun with history.

Memorize these dates.


First graders.

Always hits them the hardest.

Hold on a sec.

So that's why we do what we do.

He's left us no choice.

Our pranks and practical jokes

are the last line of defense...

against the injustice

of our terrible principal.

Well, well, well.

I heard you both got into

a bit of the old trouble today.

How'd you hear that, Melvin?

Did you tattle-tale on us?

Maybe I did, maybe I didn't.

I did.

Someone has to

stand up for the Man.

No one has to

stand up for the Man.

That's the whole point

of the Man.

He stands up

for himself, Melvin.

Respectfully disagree.

Attention, everyone.

Principal Krupp here

with an announcement.

This Saturday ts the mandatory

Invention Convention.


Oh, what?


That's our third Saturday

this month!

You must he here with

your inventions at 8:00 am.

Is there no justice?

I know that's early

for Saturday, but don't worry.

You should be done by 9:00...


Tree house?

Tree house.

Welcome to

the world headquarters

of Tree House Comix, Inc.

Yep. This is

where the magic happens.

Not, like, actual magic.

No, we're not

practicing the dark arts.

No, here we just hang out

and make comics

and try to

make each other laugh.

That's how we became friends.

This is me in kindygarten.

And this is me.

George and I aren't friends yet.

But we're about to be.

The seventh planet

from the sun is called...


Scientists refer to Uranus...

Your anus.

As one of the planets...

I know.

Known as a gas giant.

I don't get it.

It's just science, guys.

As I was saying...

Hey, I'm George. You wanna

hang out in my tree house

after school?

You have a tree house?

Ever since then, we've created

hundreds of comics in here.

Like the Wrath of

the Wicked Wedgie Woman.

And who could forget Sad Worm?

It was a worm who was sad.

That one's

still a work in progress.

But the all-time

greatest superhero

that we've ever created was...

The Amazing Captain Underpants.

See, most superheroes look like

they're flying around

in their underwear.

Well, this guy actually does.

Come on, let's get to work.

Hey, tell me what you think.

Oh, I can't wait to draw this.


Wait, wait.

Don't move, don't move.

Mr. Hutchins, I gotta say...

your drawings get better

with every issue.

Because your words

inspire greatness, Mr. Beard.

Good night, Harold.

Good night, George.

I love Saturday

When anything is possible

I love Saturday

'Cause I can wear

my pajamas ail at! day

I love Saturday

'Cause I can watch

TV all day Day

I can pee a little bit

in my underwear

And no one will mind

Where are you going with that?

Do you really do that?

No. What are you talking...

It's just something

I could do because...

Monday's an eternity away

when it is Saturday Saturday

Get in the car, boys.

You've got the

Invention Convention today.

This thing on?

Quick announcement.

Our science teacher, Mr. Fyde,

is no longer with us.

He's dead?

What? No. Not like that.

He wanted to spend Saturday

with his family.

So I fired him.

I'll find a replacement

next week.

Ahem! Anyway.'-

on to Melvin Sneedly

with the first of his 16...

Actually, it's 17.

17 inventions.

Take it away, Melvin.

I will now demonstrate

a prototype which I call...

the Robotic Sock Matcher.

Never waste time matching

your own socks again.

The Electromagnetic

Lint Collector.

Digital Paper Sorter.

It's the homework...

Automatic cushion.

Make it end!

And the personal favorite,

the binder binder.

Having trouble

organizing your binders?

Well, look no further

than this giant binder...

for binders.

Three-hole punch...

This is the stuff of nightmares.

We have to do

something about this.

I don't know. Krupp looks

serious this time, George.

Maybe we should

just lay low for a while.

Lay low?

Look at our fellow children.

Look upon their sad,

miserable, pathetic faces.

Come on, Harold.

If you won't do it for me

and you won't do it for you...

do it for future generations.

Save the first graders...

the kindygarteners,

the unborn...

from a life of eternal boredom!

Okay, let's do this.

Feast your eyes on this.

The Turbo Toilet 20001.!

Check it out, people.

It's already programmed with

my persona! potty playlist.


Oh, samba!

Once you're done

using the facilities...

hit the button

and let my toilet wash itself.

Now included, automatic

toilet paper wiping claw.



I said no!

Huh? Oh...

Melvin, turn that thing off.

I'm trying to,

but it's not cooperating.




Well, that brings our story

to its happy conclusion.

I hope you've all

enjoyed the film.

It was certainly shorter

than we expected.

What more is there to say?

Our fellow students got

to enjoy their weekend.

Which, by the way,

they are legally entitled to.

And good triumphed over evil

once and for...

Oh, boys! A moment, please.

What's happening to his face?

I think he's smiling.

I'm so cold.

So, so cold.

I'll let myself in,

receptionist lady.


What's he doing here?

You see, Melvin

is yet to demonstrate...

his most impressive invention

from today.

It was a little

extracurricular project

I asked him

to come up with myself.

I call him

the Tattle Turtle 200.

On the outside,

it resembles a turtle.

But on the inside,

oh, look at this.

It's a nanny cam!

Oh, Melvin. How fun.

Let's see what it recorded.

Yeah, you gotta change

the input to video.

I think I got this.

You're on AUX.

Change it to video.

It's not my TV.

It's your turtle.

You're doing it wrong.

I know.

I think I know

how to do my office.


Is this two-ply or one-WI?

We're so guilty.

Quiet fives. Quiet fives.

Wow, that nanny cam

really has good picture quality.

Was that hi-def?

'Cause you could

really tell that's us.

I can't believe it.

I gotcha.

I finally gotcha!

We've finally got them, sir.

Yes, yes. Well done, Melvin.

Extra credit granted.

Put that in my pocket.

Extra credit, it feels so good!

I go! extra credit

I told you

I would get you one day.

And that day I was talking about

is this day.

Today. This is the day.

Are you going to tell

our parents?

No. Your parents are obviously

total failures.

I have a much more effective

punishment in mind.

Because I'm going to have

you two placed in separate...


I'm going to annihilate

your friendship.

What? No!

You see?

You won't be together.

You won't be able to enjoy

each other's company

and ruin my life.

Mr. Krupp, no.

You can't do this. Please.

This is too much.

I mean, even for you.

Enjoy the rest

of your weekend, boys.

Because come Monday...

Separate classes.

Our friendship's over.

I'll never see you again

in my life!

Hey, hey. Calm down.

It's not the end of the world.

We'll still be best friends.

Just way down the hall

from each other.

What am I talking about?

This is bad.

Long distance relationships

never work!

This is just the beginning.

Imagine the future.

Friends separated...

promising each other

they'll remain besties.

But within months,

we'll be awkwardly bumping

into each other at the mall.

Hey, George.

Hey. Do I know you?

You'll have a weird haircut.

I'll be wearing

a suit for some reason.

And before we know it,

separate classes

will lead to separate lives...

which inevitably

leads to robots.

What? Why are there robots

at the mall?

Because this is the future!

The future always has robots.

Whoa! Whoa! Whoa!

Why are the robots

shooting other robots?

Aren't they

supposed to be friends?

I don't know!

I'm the artist,

you're the writer.

That's why we need each other.

Help! Fire!

Okay, you're right.

No, you are right.

I mean, if we get put

in separate classes,

it's the end of the world

as we know it.

What are we gonna do?

Oh, I'll tell you

what we're gonna do.

First thing Monday morning,

we're getting that turtle.


Oh, is this a bad time?

I did not mean to interrupt

the copying process.

I'll go.

Yes, go! Please go.

No, no. I'm just finishing up.

What brings you around here?

I just made

this tuna casserole...

and I noticed

it had your name on it...

In jalapeo peppers.


It smells spicy.

Yep. Mmm-hmm.

That's 'cause it's been

dry-aged for a week.

I don't know what that means,

but it sounds

very time-consuming.

It took a week.

Eww. They like each other.

Oh, no, George.

I think it's much worse.

They like-like each other.

What are you talking about?

Adults don't

like-like other adults.

Well, you probably haven't

seen it at your home

since your parents are married.

In my studies, like-liking

seems to end with marriage.

Well, I should probably gel

back to running the school.

You know,

it's not gonna run itself.


Oh, Edith. Get your head

out of the clouds.

Wait, Edith! You never gave me

the tuna casserole.

I think he forgot the turtle.

Go, go, go-

That's important.

Great. What now?


If you would like the chance

to win one billion dollars...


Please hold for

one of our representatives.

It's gotta be in here somewhere.




Everything Krupp

ever confiscated from us.

Look at all that stuff.

Oh, dear old whoopee cushion.

You will sing once again.

Oh, my

Super Duper Soaking Machine!

MY hypno-ring!

I never even got to take it

out of the wrapper.


Look at this.

He's got every issue

of Captain Underpants

we've ever created.

You think he reads them?

I was kinda hoping

that we appealed

to a slightly

cooler demographic.

Well, if it isn't George Beard

and Harold Hutchins.

To what do I owe the pleasure?

Is it perhaps this?

Oh, no.

Nice try.

Turtle and I have grown

quite attached.

We're inseparable, actually.

I carry him wherever I go.

Including the shower!


Poor 'name.

Oh, what's this?

Why, it's the paperwork

to separate you two.

It's really incredible.

I can actually see

the end of your friendship.

And it ends right here.

On this dotted line.

George, do something.

Put the pen down, Mr. Krupp...

or we'll hypnotize you.



You said do something.

What is that?

Forged from the molten

plastic of Shandong, China.

In the lowest floor

of the darkest basement

where only toy prizes

dare be made...

exists the most powerful item...

ever to be found in a box

of Frosted Sugar Doodles.

The hypno-ring.

Hypnotize me?

With that piece of plastic junk?

Does that really work?

What do you think?

I got it out of a cereal box.

I'm warning you.

If you don't do what we say,

you're gonna get really sleepy.

Oh, will I?

I'll get sleepy?

With that thing pointing at me'?

It's not making me sleepy.

I'm not gonna get sleepy from...


What kind of

plastic hokum is this?


What's happening?

I don't know.

Why are we floating?

What was that?

I don't know.

I honestly didn't think

that would happen.

Gotcha. You're safe now,

little turtle.

When I snap my fingers,

you will obey our every command.

Wait. How do you know this?

I don't know.

I just say the first thing

that comes to my mind

with great authority.

You are now a chicken.

N worked!

He's a chicken.

Okay, let me try. Let me try.

You're a monkey.

Oh! Look at him,

he's a monkey!

Come on.

You are now

the greatest superhero

of all time...

the amazing Captain Underpants!


Captain Underpants?

Is that really you?

Let's see.

Underpants, check.

Captain, also check.

I'm pretty sure

I'm Captain Underpants.

It worked!

Which must make you

my trusty sidekicks!


Fear not, this planet is safe

under my watchful eye.

This is hilarious!

This is amazing!

Let's see what's afoot.

Wait, no!

Well, that was invigorating.

We gotta stop him.



Out of the road, bozo!

Why, thank you, vehicle person!


Yeah, we should

probably go get him.

Captain Underpants, wait!



What is this?

Poor soul. You're trapped

in some sort of

invisible box-like prison.

What's that? I can't hear you.

But I see your tears.

Is it okay

that I'm kinda loving this?

Yes and no. But mostly yes.

Fear not

for I will set you free!



What is wrong with you?

Ah, that's better.

I can hear you now.

Sorry, sorry. We're so sorry.

Okay, listen, let's not be

punching people,

though, because...

Hold n.

Here, let me help.


You're welcome, madam.

You know,

we should probably get you

back to the school

before anything else...



Do you sense that?


Well, of course you don't.

You're not a superhero like me.

Come, sidekicks.

Evil lurks within!

Oh, no!

Where'd he go now?

To the sky!

You'd think a guy like him

would be easy to find.

Found him.

Stand down,

you giant ape monster!

Giant ape monster?

What is he talking...

Your days of terrifying

this town are over!

Mr. Krupp!

I mean, Captain Underpants!

You can't actually fly!

Now I take to the sky...

like an ostrich!

I gotcha!

We gotta do something.

I've got an idea.



Oh, that is a lot of buttons.

Take that! Ah, cheap shot!

Ow! Right in the kisser!


Oh, hi, guys!

Wait! No!

Follow that gorilla!

Oh, you put up a good fight!

Yeah! You are so good

at operating a crane, Harold.

I know!

It's really not that hard.

Rest assured,

citizens of

this marvelous metropolis...

I will rid you of this menace

any moment now!

Come on. Oh, come on,

come on, come on.




Oh, no, no, no!

Let that be a lesson

to evildoers everywhere.

Never underestimate the power

of underwear!

Who the heck are you?

What the...

Wow! I can't believe

we found a spot.

Oh, goodness.

Grandpa, you did it again.

He's a sleepwalker.

Come on, pap pap,

let's get you back into bed.

But what about all the other

evil villains?

Well, don't worry about that.

There's no more

evil villains around here.

A science teacher, hmm?

The perfect cover.

Chums! What

an astounding headquarters.

Stuffed full of relics...

all celebrating

my interplanetary exploits!

Oh, this takes me back.

What are we gonna do?

He can't just stay here.

We have to turn him back

into Krupp.

I know,

but can we just take a moment

to acknowledge

what's happening here please?

I mean, Captain Underpants is

hanging out in our tree house!

Look at the cute little turtle.

Oh, he's so adorable.

Well, a hero's work

is never done.

Now it is time to fly again!

No, no, no, no!

Where am I?

Where are my pants?

Oh, no! He's Krupp again.



That's it! Now we know

what turns him hack and forth.

Turns who what?

Why am I soaking wet?








We should probably stop.

Yeah, we probably should.

Stop doing this!


I am Captain...

What are you doing?

Hello? Well, hello!

What's happening?

Fear not!

Didn't know I could do this.

Hey, sidekicks!

Tra! Hey! Heyo!


Okay, this is the street.

Come on, come on.

We're almost there.



Drop it. No, get off. Gimme!

That's a bad dog.

We made it.


I wonder

what horrors lie inside.

There's probably

wild dogs in there.

Probably torture implements.

Rabid rats.

Brains in jars.

Jars of plucked-out eyeballs.

Bones of former students.

Why'd you scream?

I just assumed

there'd be something scary...

but it's actually

a really nice place.

We probably

shouldn't snoop around.

Yeah. Definitely not.

Come on.



Not So Cheery O's?

This guy's bumming me out.

I gotta say, this has

not been the funnest snoop.

Yeah, no, totally.

Really sad snoop.

Kinda regretting it, actually.

I sure hope we don't ever

end up like him.

All alone.

It's impossible.

That would never happen.

Yeah, yeah.

That'll never happen.

Unless he puts us

in separate classes.

Which will never happen.

It'll never happen.

'Cause we control him now.

And if ever gives us

any trouble again,

all we gotta do

is snap our fingers...

and "Tra-la-laa!"

All of our problems go away.

Oh, yeah


Even more beautiful

Hey, Tommy. What's going on?

Hey, guys-

Whoa! Cool shirts!

What are you two doing together?

I separated you.

No, you didn't.

What are you talking about?

I signed the paperwork. See?

I don't see a signature.

Harold, do you see a signature?

Not a thing.

I actually can't see a thing.

These sunglasses are too dark.

What? I could have sworn

I signed that thing.

No matter. There!

Officially separated.


What? Give me that.


See? Problem solved.


Greetings, citizens!

Quick, in here.

Okay, you know what?

These shirts were way premature.

Definitely. Come on.

Let's turn him back into Krupp.

We can't. He'll separate us,


Yeah, well, we can't have him

wandering around

looking like that.

A triangle!

It dings!

Ah! Principal Krupp,

you caught us again.

You better take us

to your office

for a good old talking-to.

Right? Principal Krupp?

Principal who?

Captain Underpants,

get out here.


are you sure

my secret identity

requires these...


uncomfortable clothes?

Yes, positive.

100% positive.

Now act like a principal.

Oh, right.

How does a principal act?



I'm a principal!

Oh, yeah. That's great.

Come on. We're almost there.

Oh, hello. Surprise.

It's Edith.

Did you like my tuna casserole?

I cannot lie.

I don't recall

having your tuna casserole.

What? Oh.

But if your casserole is

as striking

as your one blue eye...

Oh, I didn't think you noticed.

Oh, my.

Two blue eyes.


Principal Krupp.

It's time to go.

Gotta wrap it up.

Very well then.

Up, up, and...

And this way, sir.

Ooh! Flirt alert.


Wow, she's still on hold.

Phew! We made it.

Well, hello, citizen.


Oh, and hello to you, too.

I was just, like,

admiring the view...

from your broken window.

It's in the shape of a man.

Anyway, lam here to interview

for the science teacher


Perfect. I'm disguised

as an elementary

school principal.

Guys, I totally got this.

Don't worry one bit.

Now, where did I put

that resume?

No, not that. Oh, this thing.

This one's fun.


Heads up.

That one's gonna leave a mark.

I've been looking for that.

Oh, not that.

Ah-ha! Here we go.

Hmm. Says here

you're a science teacher?

Not exactly.

But you have

teaching experience?

Oh, no, I can't say that I do.

Not even, like, babysitting?

I would never sit on a baby.

Camp counselor?

Never was a camp counselor.


I did receive counseling...

for some trauma I experienced

as a child.

I'm getting a really good vibe

about you.

Now hold on.

Let me see that resume.

It says here that you were

a genius inventor?


genius inventor.

But yes.

And then for

the last few years...

you've "been in

a very dark place"...

and your title was...

"Revenge Seeker?"

"Revenge at all costs...

"Die! Die!"

Am I reading this right?

Yeah, that's basically

what I've been up to...

so here I am!

Applying for a job in

the thriving

public school system...

with all of

its amazing resources.

But honestly,

kids are so understanding.

So innocent.

Their smiles brighten my heart

and fill me with...

a joy-adjacent feeling.

As long

as they are controlled...

and do not laugh

nor smile nor play nor laugh.

Children must never laugh!

Well, you seem terrific!

You're hired!



Oh, by the way,

going to need Fridays off...

and every other Tuesday

through Thursday...

for my evil experiments.

Hope that's not a problem.

Okay, bye-bye!

Oh, this is bad.

We just hired a maniac

for a science teacher!

Uh, yeah. We gotta fix this

before Krupp finds out.

Sounds like a job

for Captain Underpants.

No, no, no.

You need to stay here.

Okay, you're

the principal, remember?

Yeah, just sit there

and look angry for no reason.

You got it. Grr...


That will be interesting

to put my eye up to.


How did I get here?

Why is my face wet?

Hiya, class.

I'm your cool, new teacher.

Not some scary guy

with a secret evil agenda.

Anyway, I'm just going to dive

right in here.

If there was one thing

about this world

that you could change...

what would it be?

Ooh! Ooh! Peace on Earth.

Unattainable. Anyone else?

Pacific Ocean into chocolate.

Atlantic into nacho cheese.

Ifs like we're the same person

and yet so, so different.

I love it.

But more importantly...

if I had to change one thing

about the world...

it would be to get rid of...


Get rid of laughter?

What kind of person

wants to do that?

Oh, Oh! Ah! Ah! Sir, sir.


I love it.

Oh, look at this.

We got a grade A suck-up.

Good to know, good to know.


This is the brain

of an average child.

Right here is

the "thinking about candy"


The "fear of

what's under the bed" lobe.

This is the "only thing

I'll eat is pizza...

"chicken nuggets,

or buttered noodles" lobe.

Right here is the

"as soon as

someone else has a toy...

"I want that toy" anterior lobe.

And this...

This is the


This funny little purple part

holds our entire capacity

for laughter.

For years,

I've tried to shrink it

or cut it out entirely...

but frustratingly,

our survival seems

dependent upon it.

I don't like this. I mean,

I don't really understand it.

But the stuff I am understanding

seems genuinely bad to me.

Yeah, same.

Um... Excuse me, Professor P?

Why are you trying to

get rid of laughter?

Isn't laughter

the best medicine?

Medicine is the best medicine!




What does the P stand for?

Excuse me?

The P. In your name.

What does it stand for?

Oh, it's private.

So that means your name is

Professor Privates?

What's so funny?

I don't get it.

Principal's office, now!

You too!

Why him?

Because your friendship

and shared sense of humor

irritates me...

and must be destroyed!

We gotta do something about

that new science teacher.

Yeah, it's like he's even more

of a villain than Krupp.

I didn't even think

that was possible.

Whoa! Whoa! Wait a second.

Tell me about it.

What? Who do you think...

Oh, okay. Maybe we could

fix this if we just...

Can you hear me?

No, that'll never work.

I'm sitting right here.

Wait, Professor P doesn't want

anybody to know his last name.



Who's Professor P?


Where is the respect?

I am your principal!

Wait, is he Krupp again?


Yup. Pretty sure he is.


How'd that even happen?



I need to get the...

Sidekicks, what do I need again?

The file

on the new science teacher.

Oh, right, right.

I need the bile

on the gooey fence creature.

Science teacher.

The dewy tense preacher?

The dial on the...

Oh, come on!

Thank you, human woman!

Sidekicks, explain to me

the importance

of this secret file.

There's a new

super villain in town

and we're trying to

discover his weakness.





His name is Poopypants

We found his weakness


He wants to rid the world

Of laughter


And ever

We will defeat him

Hallelujah Hallelujah



You forgetting something?

Oh, look at that.

They came off again.

Hey there, kiddo.

First day for Professor P.

Can you tell me where

the lunch is consumed?

What's going on with your face?

Are you choking?

Do you need to sneeze?

I see, I see.

Got a case of

the giggles' huh? That's fun.

Well, I've got

just the remedy for that.

In the cage. Now!


Professor: Because I hate laughter and children, and I've got a cage in a briefcase!

Okay, well, have a nice day.

Now what's for lunch?

Melvin: Excuse me, could you explain to me why this is funny?

Professor: You! Why is everyone laughing?

Uh, you're asking the wrong dude.

"Captain Underpants and the Perilous Plot of...Professor Poopypants."

Oh, What's happening? I'm hyperventilating...

Esteemed members

of the Nobel Prize Committee...

it is with great pride...

that I present to you...

the Sizerator 2000!

- Oh.

- Ooh.

Behold, we can smallify.

No more traffic jams.

And conversely, largify.

Look at how big this hot dog is.

Going to need a lot of mustard for this frankfurter!

The Nobel Peace Prize in Inventing Stuff goes, that really your name? It's not, like, some kind of joke?

No. It's not, like, a joke. It's a traditional name in New Swissland.

Am I pronouncing it right? ...Poopypants?

More or less. Except ze emphasis is on ze "poop."

Why are you laughing?

I've invented a shrinking and enlarging ray!

I should be famous! I should be dating models twice my size, and doing the talk show circuit!

I should be protecting baby seals as a cause that I say I care about, but not really!

This guy is too much!

Stop! Stop laughing!

No, stop it!


Phew! Oh...

I'm sorry. I'm so sorry.

Here. Take the award.

It's really fun

to say Poopypants.

You keep your stupid award!

I don't want it anymore.

Oh, and one more thing...

On behalf

of the Nobel Prize committee,

please accept our apology.

And could you change me

back now please?

Why don't you go on and invent your own shrinking and enlarging ray, if you think you're so smart?!

How much of that was out loud?

Extra! Extra!

Get our latest issue!

Captain Underpants and the Perilous Plot of Professor Poopypants.

Oh, no.

There you are. I've been looking all over for you.

Hmm. How many A's are there in "Tra-la-laaa?"


I'll just go with 11.

Enjoying your first day, professor?

The complete opposite, actually.

Look at what these little monsters have created!

We must lock them up, probably, like, forever!


Oh, my.

This is not a comic.

This is a history book.


And as such, it should be

taught in every classroom.

And you yourself

must teach it...

because that is how good it is.

I don't understand.

I thought, like,

we'd be on the same page here.

What page is that?

I'm on page 9, here.

It's fantastic.

Look, look.

It's about

this evil science teacher...

who looks a lot like you,

by the way.

And he wanted to

rid the world of laughter...

but he couldn't figure out

how to do It.

Even worse, I! seemed like

everywhere he went,

people were having fun

and laughing.

It just was infuriating.

But then, he discovered

someone who wasn't.

Why is it funny?

Anti-Humor Boy!

And then the professor says,

"Very interesting."

That's my voice for him.

Wait, wait, wait. Gimme that.

That's no Anti-Humor Boy.

That's the suck up from class.

Very interesting.

You boys

don't even realize it...

but your silly comic book

just helped me figure out...

how to wipe out laughter

on the... Oof!

Out of the road, bozo!

Hey, watch where you're going!

You just hit

Professor Poopypants.


That's not funny!

That's not funny!

Ever heard of the sidewalk?

Oh, if I had insurance,

you'd be in... Ow!

I'll admit that was surprising.


That actually

worked out for once.

Good job, Captain Underpants.

At your service, sidekicks.

Now where was I?

We should probably

get back to class, huh?

Yeah, we probably should.

Excuse me. Pardon me.

If you could just...

Watch your feet.

Excuse me.

Sorry. Thank you.

Oh, hey, Todd.

Now, let me ask you something.

If you could

control your principal...

what would you do?


It's starting. It's starting.

I just wanna make sure you apply

the extra credit

to next semester.

I won't be needing it

this semester, of course.

Oh, yeah. Sure, yeah.

Whatever floats

your boat, Melvin.

Excuse me?

Can I please get

an ice cream sandwich?

Yeah, scram, okay?

We're closed for Ebola.

Okay, just a quick check

to make sure

that we're connected.

Mmm-hmm. Okay.

We're sure that's safe?

And now,

some classic funny bloopers!

Ah. That's a good one.

Oh, this one's my favorite.

I'm sorry.

Why are you showing me this?


Come on, that was funny!

That child walked

right into that rake.

I'm bored! What else is on?


Computer, scan.

I don't believe it.

You know, I suspected

something smaller than normal,

but this...


What? What is it?

I can't find it.

Your Hahaguffawchuckleamalus!

You don't have one!

I don't get it.


You have no sense of humor

like a chair or a supermodel.

Melvin, with your brain

and my brain together...

we can finally wipe out laughter

for once and for all!

So George and Harold

want a supervillain...

well, ask and ye shall receive!

I hereby declare...

the Jerome Horwitz

art program...



After you, sir.

Ooh, what if we...

I'm already on it.

Oh, this is gonna be epic!

Come on, Captain, draw!

Move your hand

in the shape of a person!

Why does it look like a chicken?

This whole visual

storytelling thing is hard!

Oh, that's good.

Here, these need words.

Hey, sidekicks...

why are we doing this again?

Well, we're making

school fun again.

You know, "free the children."

Hey, hey! What if we put

this panel right here?

Oh, yes! Yes, yes.

Ah, yes. Of course.


On it!



Where'd everybody go?

Where did this even come from?


Oh, hey, sidekicks.

Glad you could join.

How did you even do this?

I thought you said

you were looking after the...

Oh, my goodness!

Is that a Ferris wheel?

Well, of course it is!

It came

with the carnival I ordered.

This cotton candy

makes me feel powerful!

Hey, uh,

where are all the teachers?


They have a real

attitude problem.

Sure beats having Krupp around!

Oh, yeah. Krupp would totally

lose his mind if he saw this.

Step right up!

Who'll be the first

to dunk the principal?


I'm drowning!


All right, that's enough.

Recess is over.

Ah, come on!

Just one more ride!


Hey, watch it!

What is this, a carnival?

I hate carnivals!

Oh, this looks fun!

How do we play?

Hold your fire!

What is happening?

Who wants ice cream?

Ice cream!

What are we gonna do?

We can't keep this up forever.

We have to! We'll just

take shifts watching him.

I'll take today.

You take tonight.



Harold, I really

want some sugar.

Me too.

We made the wrong choice!

This did not solve anything!

Hey, sidekicks!

Check this out!



This way!

Field trip, anyone?

No, no, no!

Nothing's more fun than fire!

Except being on...


What is happening?


Now, this is

how you run a school!

Free the children!

Wait a minute.

What the...

How did this...

I don't understand.


What the...


You two.

Your friendship...

is no more.




Harold! Come back!

George, I'm right here!

I'm right here!

Oh, no! No, no!

Don't leave me!

I won't! I won't, George!


No, no! Wait, wait! Stop!



This thing is amazing,

Professor P.

You could probably solve

world hunger

with an invention like this.


More importantly...

how do I look?

Just like you do in this comic!

Good! Now,

hands off the merchandise,

and go fetch

your little toilet, okay?

I call it "The Turbo..."

Yeah, yeah. Couple of

gold stars for you, kiddo.

Let the Poopageddon begin!



Oh, you've gotta be joking me!

Poopypants has no gas!

You can't write this stuff.

Where would a burgeoning villain

find unlimited power?

True power comes from within.

No, it doesn't, Melvin!

That's on stupid posters!


It comes

from enormous energy sources!

A nuclear waste dump.

I see where you're going.

A poisonous chemical factory.

Or perhaps

a place even more toxic!


These leftovers got a kick.

Oh, it's a powerful smell.

Back in business, baby!

Memorize these elements...

Oxygen. Beryllium.




Excuse me, everybody,

there's a giant...

Do not interrupt

while I'm reading

monotone from my textbook!

But the toilet!


Just go.



Students and faculty

of Jerome Horwitz Elementary...

the world, as you know it,

is about to go extinct.

And a new world order

is about to rise!

One that is, you know, honestly

pretty similar

to the old world order...

except for one tiny detail...


Comin' atcha!

Powered by

Melvin's unique neurology...

I will successfully disable

the Hahaguffawchuckleamalus...

of every single child at

Jerome Horwitz Elementary.

For I, Professor Poopypants...

Yeah, it's a funny name.

It just makes you

laugh and laugh, right?

Get down!

Still give you the chuckles now?


I don't get it.

Why is that funny?



You're speaking my language!

Oh, no. This is bad.

This is seriously bad.

I mean,

a world without laughter?

George, if he destroys

our sense of humor,

he destroys us!

Imagine how boring

our comics will be.

Captain Underpants

and the Purchase

of the Sensible Beige Pants.

Captain Underpants

Eats All of His Falafel.

Captain Underpants

Watches Cement Dry.

And would the creators of

this absolutely

hilarious comic book...

please come out, come out,

wherever you are!

You're next.

Okay, we have to stop him.

We've gotta find a way

to unplug Melvin.


But how do we get to him

without Poopypants seeing us?

What are you two doing together?

Are you in there?


Maybe you're hiding here.

Oh, sorry.

Are you stuck on hold?


Oh, totally hate

when that happens.

Well, good luck with that.

Now, where are

those two little...

Stand down, Poopypants!

What is happening?

I hope this works.


Ow! Ow!

Keep standing down.

I'm just gonna be a second.


I bet he thought

that was going to be cooler.

Oh, boy. Here goes nothing.


Prepare to be vanquished...

and justice to be served

on a piping hot

platter of freedom!

With a side order of liberty...

and a super-sized cup

filled with freedom also!

Impressive use

of fast-food analogies,

you giant baby with a cape on!

Let's do this.

Freeze! The following sequence

contains scenes...

that are so intense,

horrific, and violent...

And expensive.

That we can only show it

using a technology known as...


Take it away, Harold.

Okay, first Professor Poopypants

gave Captain Underpants

the boot.

Foot! Foot! Ow!

Then he made

an Underpants sandwich.

Punch, punch! Punch, punch!

And then, they played

a friendly game of paddleball!

Oh, no!


Okay, what's next?

Oh, yes!

Then, Poopypants summoned

an army of dolphins...

Wait, what?

Why are you always

sneaking dolphins

into the movie?

What do you have

against dolphins anyway?

I don't have nothing

against dolphins,

- it just didn't happen!

- Well, so what'?

We get to say what happened.

It's the Flip-O-Rama.

I like dolphins.

The dolphins are in.

Fine, all right.

Let's just keep going.

- You sure?

- Yep, positive.

Thank you.

- Anyway, Poopypants didn't realize it...

- Quiet five, quiet five.

But George and Harold's plan

was working out perfectly.

So, they

shot themselves to the top

of the Turbo Toilet 2000!

To keep things dramatic,

they didn't quite make it.

And then...

And then...

And then...

What happened

to the Flip-O-Rama?

I ran outta paper.

Hey, Melvin!

Take that thing off your head.

We gotta stop Poopypants!

Professor Poopypants!

George and Harold

are trying to stop you!

You are just so annoying!

So, you two

little numbskulls thought

you could distract me...

with this idiotic, naked man.

Am I right?

I'm not naked!

Any final words before this

whole revenge thing goes down?

Yeah, wait, wait. Listen.

We apologize

for making fun of your name.

I mean, that was just wrong.

Yeah, we're sorry.

The truth is. Professor P...

you have probably, like,

the greatest name

we've ever heard.

I mean, George, imagine

if we had names like that.

Oh, that would be so cool!

Okay, wait, let's do it.

Let's try it.

Oh, I would be

Fluffy Toiletnose.

Yeah! I would be

Sir Cheeseball Wafflefanny.

Yeah, sure. You're a knight.

This is so good!

I wanna change mine.

I'd be

Buttcheeks von Stinkelsberg.


Yeah, those are all

really silly names,

but there's

nothing funny about...


Pee-Pee Diarrheastein

Poopypants Esquire!

Sir, are you saying

your full name is...

Pee-Pee Diarrheastein

Poopypants Esquire?


Stop it! Stop laughing!

Come on! Listen, your problem

isn't that people laugh at you.

Your problem is that

you can't laugh at yourself.

Oh, really, Oprah?

Is that my problem?

Well, your problem is this...


Oh, I hope

you enjoyed your years

of laughter and merriment...

because they're about

to come to an end.

Do you find anything funny

about me now?

You mean, other than your name?

Yes! Other than that!

And your hair'?


My hair's cool, I thought.

Are you kidding me?

That's almost as funny as

my hair back in kindygarten!

Remember that afro?


No, this can't be happening!

Computer, activate brain scan.

Let's see. The frontal lobes

look big and healthy.

The Hahaguffawchuckleamalus

looks all shrimpy,

so, what gives?

It can't be!

Their Hahaguffawchuckleamaluses,

they're enormous!

I need more power.

Anything strike you

as funny now?

I'm sure

we can think of something!

George, I can't smile anymore.

No! Harold!

One down, undone to go.


Harold. Harold,

can you hear me?


George! George, is that you?

Right here, buddy.

What's happening?

We're shrinking!

Now, if we don't laugh

at something soon,

we may never laugh again.

Oh, no! What do we do?

What do we do? What do we do?

Well, we have to think

of something funny, okay?

Okay, yeah, sure.

Something funny.


No, I got nothing.

Me neither.

More shrinkage!

Okay, okay.

What did we use to find funny?

Mostly potty humor. Poop,

vomit, that kind of thing.

Really? Ugh. That is, like,

the lowest form of comedy.

Don't you say that, Harold!

Don't you leave me!

Attention everyone!

Poopypants here with a little

update on the Poopageddon.

Due to the success

of my plan thus far...

We decided to wipe out laughter

on the entire planet.

After that, you know,

I'll probably

move on to other planets...

Jupiter, Mars...

can't forget Uranus!

Wait. Did he just say...

Your anus.

I know!


Yeah, and once I'm through

with the gas giants...

I figure I'll go

after the other galaxies...


It feels so good to laugh!

No, stop it! Stop laughing!

You're ruining everything!


Extra credit or survival?

Extra credit or survival?

I choose survival!


Oh, yeah!


No, how could this be happening?

Never underestimate

the power of laughter,


Oh, that's the stupidest thing

I've ever heard.


Ah! Whoa!

Harold! Harold, we did it!


I think I bruised a rib.

Because I've never laughed

so hard in my life!

Oh, we'll see who's laughing

once I shrink you down...

where you will live

in my pocket forever...

amongst my

cherry-flavored lip balm...

my butterscotch-flavored

lip balm...

Oh, neato!

My mint-flavored

lip balm...

my extra-moisturized

SPF lip balm...

and all of my lip balms!

Why does one person have

so much lip balm?



Please, anyone! Help!


Ooh, I hope you can find

tiny enough pens...

to make your small,

little comic books with...

'cause you're about to

get smallified!


I feel...


No way!

He has real superpowers!

Oh, that is an obvious twist

that I did not see coming...

despite my many years

of comic book studies!

I have come to save the day!


Yeah, and I've come to ruin it!

So back off, buddy!


Ew, that's gross!

Oh, there's more

where that came from.

Monday! Tuesday!

Wednesday! Thursday!

Ha-ha! Unlimited underpants!

I am so glad that we gave him

that superpower!

My Sizerator!

Well, it's mine now!


The final failure

for Professor Poopypants.

Hmm. What does this button do?


Well, hello down there!


Must be holding it backwards.

Yup. That was it.

Wow. He is super dumb.

I can't reach.

Time to take you down

once and for all, Poopypants!

Buzz off!

Captain Underpants!

Fly over here

so we can make you big again!

Crackerjack idea.

George, just don't...



Give him a big hand

for that one, everybody!

Get him.


Look what I've got.

A tiny school

filled with tiny children...

and their tiny teachers

whose tiny salaries...

reflect their size and also...

the value society puts

on education.

I'll take that!

Oh! Then I'll take that!

Ow! Did you just slap me?

Yes, I did.

And you deserved it.

No, I didn't! Your hand

is huge! That hurt a lot!

Give it back, it's mine!

No! Hands off!

No fair! No backsies!

Give it to me!

Would you just give me that?

Now look what you've done!

Give it!



Yeah, that's more like it!

Nice work, sidekicks!

I'll just put this back down

right here.

No, no, no!

Captain Underpants...

There we go. Back to normal...

like it never happened.

Oh, no, where'd he go?

You'll never catch me!

You can't stop

Professor Poopypants!

Get back here!

I can't reach!

Get him, Captain Underpants!

A bee!

Get away from me!

I'm free!

What? What the...

Why would you do that?

You just let

the bad guy get away!

Come on, guys. Pretty sure

the bee wasn't the bad guy.

What the heck happened here?

You're welcome, peace keeper!

Would you keep it down?

Did not see that coming!

Take that, Doctor Diaper!

I can't believe we made him.

And he's even dumber

in real life.

Oh! Look! Little dolphins!

We have to get rid of him,

don't we?

I think we do.

I mean,

he's a way bigger problem

than Mr. Krupp ever was.

But, you know, George...

bringing back Krupp


we'll never be

in the same class again.

Yeah, I know.

But just 'cause we're

in separate classes,

doesn't mean

we can't be friends...

Well, yeah. I mean, we'll

always be friends. Right?

Yeah. Hey, in fact,

you know what?

Let's do a blood oath.

But minus the blood. I don't

wanna see the blood. No blood.

Pinky swear?

No, that's lame. Mmm-mmm.

Oh, got it!

Oh, no. What? No!

That's not sanitary.

Can't we just do

a verbal declaration

of friendship or something?

Oh. Okay. Yeah, wow.

I haven't really

prepared anything, but...

I, Harold...

hereby declare George

as my best friend,

permanently, forever.

And I, George, accept

the permanent rights...

that Harold has given me

to be his best friend forever...

and the constitution

of friends...

America, friendship.

And the United States

of America.

Land and the United States.

Good, okay, yeah.

It's done. All right, cool.


What a relief.

Yeah, no kidding.

I mean,

why were we even worried...

about that whole classroom

thing in the first place?

You know, I don't know.

We were younger then.

Clearly, we have grown.

Clearly, we have.


Thank you for chronicling

my surprisingly

grounded biography.

The truth is a slippery thing.

And you nailed it.

Now it is time to fly again!

Farewell, my dear sidekicks.

Goodbye, Captain Underpants.


George! Harold!

What am I doing in your

tree house again?

You boys are in big trouble!

I don't know how big yet...

Why does this keep happening?

Where are my clothes?

Where are they?

I don't get it.

Why is Krupp so angry

and Captain Underpants so happy?

Maybe it's because

Captain Underpants had us.

You know, he had friends.

We could fix that.

Yeah, you know, we could.

So that's how we came

to pull the rarest prank

of all...

The prank...

for good.


"Do you want to go a date?"

A date?

"Love, Edith."

"Principal Krupp."


Benjamin Krupp, you sly dog.

Edith, the lunch lady.

Big plans tonight, Mr. Krupp?

No! What?

That's none of your business!

But, if you must know...

yeah, I actually do.

By the way,

I was tidying up my office...

and I believe

these belong to you...

Our comics?

Did you just pull that out

of the garbage can?

Well, I read them...

and considering

they're completely

implausible, juvenile...

and filled with

the lowest form of wit...

potty humor...

they're actually pretty funny.

See ya later!

Well, how about that...

That's a good one.

You know, it feels good to do

something nice for Mr. Krupp.

Yeah, you know what? It does.

Promise we'll never do it again.


Oh, my!

I've never been to

such a fancy restaurant before.

Well, I had to go all out

for m'lady.

Okay, if you say so, my man!

Once again,

that brings our story

to its happy conclusion.

I think there's some valuable

life lessons in there...


What the?

Eat 'em up, yum, yum!

You gotta be kidding me! No!

Yum, yum! Eat 'em up!

Oh, no!

Waiter! Check please!

Principal Krupp!

Oh, no!


Hang on, sidekicks!

I don't get it!

I really thought

breaking that ring

would get rid of his powers!

Yeah, well, here we go again!


Are you worried

about impending doom?

Those evil villains

got you filled with gloom

But don? you fear,

there's a hero in the sky

The sky, the sky

it's not a bird

And it's not a plane

And it's not

an egg salad sandwich

It's the waistband warrior

Hear his mighty battle cry!


Hey, watch out, crime!

It's Wedgie-power time

Na, na, na, na, na

Captain Underpants

Yeah, yeah, yeah

Faster than

a speeding waistband!

He's bustin' down doors

While wearing just his drawers

Na, na, na, na, na

Captain Underpants

Yeah, yeah, yeah

More powerful than boxer shorts.

His name is

Under, Under, Underpants

I'm sayin'

Under, Under, Underpants

Oh, yeah,

by some unlikely chance

Captain Underpants is his name


Snap your fingers

and he'll be right there

That freaky, bald dude

in his underwear

He'll drop those trousers and he?!

Fight to save the day

The day, the day

Oh, there he goes

in his dashing cape

Here he comes

in his tighty-whities

All the bad guys soil themselves

Every time they hear him say


Hey, who's that hunk'?

Is that cation pre-shrunk'?

Na, na, na, na, na

Captain Underpants

Yeah, yeah, yeah

It's time to fly again!

Suspend your disbelief

He'll save the world

in his briefs

Na, na, na, na, na

Captain Underpants

Yeah, yeah, yeah

To the sky!

Under, Under, Underpants

I'm sayin'

Under, Under, Underpants

Check out that superhero stance

Captain Underpants is his name

Stand down, Poopypants!


Under, Under, Underpants

He's Captain

Under, Under, Underpants

Yeah, by some crazy circumstance

Captain Underpants is his name

Tra-tra-tra... Tra-la-laa!

Under, Under, Underpants

Under, Under, Underpants


No way!

She's been on hold for,

like, the whole movie.

Come on, come on.


Thank you for holding.

How can I help...


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