A 2012 Live Action show on Creator/CartoonNetwork. The pilot movie aired in November 2011 and follows the adventures of a group of gamers who call themselves "Never Fail" and cooperate well together on a MMORPG called ''ConquerorOfAllWorlds''. However, they are unaware that they go to the same school, where they hate each others' guts. During a usual gaming session, the three unwittingly open a portal in the game to their world which is exactly the opportunity that the game's main villain, Maldark, was waiting for. He starts sending his minions to take over the real world. But Never Fail also find that if the monsters can become real, so can their weapons. Thus they take it upon themselves to put aside their hatred for each other, stop the monsters, and prevent Maldark from getting through.

It was made with the consultant help from Jagex (best known for the MMORPG ''VideoGame/RuneScape'') and RoosterTeeth (of ''Machinima/RedVsBlue'' fame).

Lasted two seasons till it was cancelled in 2013.

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!!''Level Up'' provides the following tropes:

* ActionGirl: Angie has a black belt.
* {{Adorkable}}: Wyatt, the "socially awkward wimp". One girl said it was her type as opposed to overly macho guys.
* AllTrollsAreDifferent: The Trash Troll, who appears, wrecks the scenery, and can make off with everything portable that you own (including your character).
* BewareTheNiceOnes: Don't piss off Courtesy Cat, or he might just turn into a wrestler and beat you silly.
* BeyondTheImpossible: According to Max, who created it, the final weapon is supposed to kill the heroes using it with its recoil. The heroes survive it and he is shocked.
* BigBad: Maladark, an evil sorcerer from the game world whose EvilPlan is to TakeOverTheWorld.
* BigBrotherInstinct: The members of Never Fail towards Angie. For example, in "Leroy", the group lets it go when Leroy trashes Double Dash Dan, they aren't too angry when he gets Wyatt sent to detention,and they even let it slide when he deliberately screws them up in the game, but when he [[spoiler: stands Angie up for a date]], they're royally pissed off.
* BigGood: Max who is Never Fail's benefactor and opposes the BigBad, but he's a {{Jerkass}}
* BigManOnCampus: Lyle is the football star and chick magnet.
* ButterflyOfDoom: A case could be made for parody (or taking the phrase too literally) when the Blast-A-Ton fired a butterfly that flew to a leak and exploded.
* CurbstompBattle: Bob the Barbarian rips the elves apart.
* DeadpanSnarker: Angie gets some pretty good moments, especially where Dante is concerned.
* {{Defictionalization}}: There is a real version of ''Conqueror of All Worlds'' on the Cartoon Network website.
* DisproportionateRetribution: Leroy may have been a major {{Jerkass}}, but he didn't deserve to be attacked by a giant troll. In Never Fail's defense, that was an accident: The troll was supposed to attack his character in the game, not come out into the real world and find him.
* EccentricMillionaire: Max, the creator of the game. Also a self-admited MadScientist.
* EccentricTownsfolk: There are some oddball students at this high school, from the sensitive bully to the piercing enthusiast who kept her braces on as a body modification after she didn't need them any more. The aptly-named Weird Carl is actually one of the more normal ones.
* EekAMouse: Lyle can face trolls, in the real world, but can't handle mice.
* EvilIsNotAToy: Max leaks his 10th most evil programmed villain, the Merchant, to help promote his expansion pack of the game. [[spoiler: Since he's the [[MonsterOfTheWeek Villain of the Week]], [[TheDogBitesBack the Merchant retaliates]] and plots [[TheStarscream to be the #1 villain]].]]
* ExcaliburInTheRust: Angie's Fist of Schoolage leading up to GrailInTheGarbage.
* ExactlyWhatItSaysOnTheTin: the object in the title of the episode "[[CharmPerson Charm Bracelet]]"
* {{Expy}}: Of ''VideoGame/WorldOfWarcraft'' obviously.
* TheFace: In the game world Never Fail lets Wyatt do all the talking with other players because he's TheCharmer. In the real world, however, he's {{Adorkable}} and Lyle's the one with school-wide friends.
%%* TheFairFolk: The Rainbow Rider
* FiveManBand: The expanded version of Never Fails.
** TheLeader: Wyatt. In "Acid Spitting Mini-dragons" Lyle and Dante frankly admit they can't have a successfull raid without his leadership.
** TheLancer: Lyle. Who better than a popular jock to contrast the adorkable nerd? Or fill in when he can't lead?
** TheSmartGuy: Max, the supergenius who created the game. Never Fail goes to him when they have a tech problem.
** TheBigGuy: Dante the aggressive guy with the club. He's also Never Fail's tank in the game world.
** TheChick: Angie. The sole girl of the group and, as the non-gamer, sees herself as the voice of reason.
* ForScience: Consider this quote from Max "If it bleeds code, it's a leak. If it bleeds blood, it'll be a crying shame, but at least the mystery will be solved." This is presumably the reason for his experiments too.
%%* FourTemperamentEnsemble:
%%** Sanguine: Dante
%%** Choleric: Angie
%%** Melancholic: Wyatt
%%** Phlegmatic: Lyle
* GamerChick: Inverted. Angie doesn't play nor like the game.
* GenreSavvy: When things go wrong at school, TheTeam has to rush back to base to get their gear, or they could just use the weapons that Angie put in her locker.
* GettingCrapPastTheRadar: See GratuitousForeignLanguage, below.
* GratuitousForeignLanguage: Never Fail's battle cry, "Tulta munille," is Finnish for "[[GroinAttack Fire at for their balls.]]"
* HatesBeingTouched: Max created a body suit that would shock anyone that touched him.
* HenPeckedHusband: Bob the Barbarian is very much afraid of having to go back into the game to his wife.
* InsufferableGenius: Max and Wyatt both indulge in this. The former makes sure everyone knows they are less intelligent than him and Wyatt loves rubbing his face in the fact that he, himself, is smarter than everyone.
* ItOnlyWorksOnce: The final weapon Never Fail has to use to defeat Maldark in the movie.
* {{Jerkass}}
** Max is rude, usually cowardly, and by his own admission, doesn't care about anyone else's well being.
** Leeroy loves screwing people online and in real life.
* {{Keet}}: Dante's energy is non-stop and quirky.
* LeeroyJenkins:
** Dante, who shouts "Leeroy Jenkins!" before charging in to an attack. {{Lampshaded}} in the film:
-->'''Wyatt:''' And he jumps in. Why does he do that?
** Paid tribute to in "Leroy", when Lyle's old friend Leroy ruins their carefully planned raid in the game, though he did this on purpose to screw them over.
* LetsGetDangerous:
** Normally, Angie doesn't take leak busting seriously but when she does:
-->--''Boys....Where's my Fist Of Schoolage?''
** Dante is like this too. He's often lazy and irresponsible, but he is not someone to be taken lightly.
* MixAndMatchCritters: The [[OurVampiresAreDifferent Hampire]]: a [[RaisingTheSteaks vampiric hamster]], and the [[SmellySkunk Skunk]] {{Bear|sAreBadNews}}, among various others.
* MonstersOfTheWeek: Leaks, various monsters, warriors, and other things that have come out of the internet. Occasionally, a Leak will be spawned from something else on the internet, but mostly they're from the Conqueror of All Worlds video game.
%%* MsFanservice: Angie
* NoBodyLeftBehind: "Leaks" disappear upon defeat to respawn back in the game.
* NoSell: Bob the Barbarian catches a Mini-Sun blast from Wyatt's Blast-A-Ton and [[UpToEleven eats it.]]
* TheOtherDarrin: The actor playing Max has changed between the movie and the series. Also it seems the character has also been changed into more of a slacker type rather than paranoid.
** It also seems Dante's mom changed from the movie to the series, the actress playing her in the movie was older with shorter hair, in the series the actress is younger with longer hair.
** Wyatt's brother was a skinny little 11 (presumed) year old in the movie, but he has since changed actors and became a 13 year old pudgy kid.
* OutOfOrder: The episodes were shown out of order. The production code for the first premiered episode (not including the movie) shows it was made 6th. They try to stop some confusion with a recap opening but suddenly the Clan now have an HQ and it's treated as normal.
* PilotMovie: The BigDamnMovie received promotion a month in advance of airing, even getting Website/YouTube spotlights on promoted videos. In other words, you can bet your ass this was another series in the making.
* PortalNetwork: A worm eat parts of reality to create one these. It linked the HQ to Angie's house, the school and other places. Too bad using it using too often in a small amount of time can cause bad things to happen in the real world!
* PowerTrio: The original members of Never Fail
** TheId: Dante who acts on impluses and is always eating.
** TheSuperEgo: Lyle whose concerned about social norms and doing what is expected of him.
** TheEgo: Wyatt is a mix of both and mediates them. It's seen most clearly in the 3rd act of the movie.
* RainbowPimpGear: When the trio first venture out in RealLife, their improvised gear is essentially this, including multicoloured helmets and sports gear and a ''beret''.
* ShoutOut: In the first episode, when the group clean up Bob the Babarian, he's wearing an outfit similar to Ed's of ''WesternAnimation/EdEddNEddy''
** The series is set in [[VideoGame/KingsQuest Daventry]] Hills.
* SixthRanger:
** Angie, who joins the group in the movie as a SecretKeeper.
** [[spoiler: Her little brother, Joaquin, joins in the series.]]
* SwissArmyGun: Wyatt's Blast-A-Ton. It has over 100 modes.
* TakeOurWordForIt: [[CurbstompBattle Bob the Barbarian vs. Elves]]. We see some of it, but most of it happens off-screen. [[GrievousHarmWithABody He apparently rips one of their arms off and beats them with it]], after which we see one get sent hurdling passed Never Fail at high speeds, and he [[OffWithHisHead tears off another's head]], but we just see Never Fail's reaction to it.
* TrueCompanions: Never Fail. Lyle says it best "This is my team."
* UnspokenPlanGuarantee: Averted. Lyle outlines the prank against Leroy just before he does it: Find a trash troll, teleport it on Leroy, and have it steal his gear. That's exactly what happens: they find a trash troll, teleport it on Leroy, and it steals all his gear; [[GoneHorriblyRight in real life.]]
* WakeUpGoToSchoolSaveTheWorld: Wyatt finds talking to girls and dealing with school bullies a lot harder than busting leaks. Lyle is more worried about his football record and social calendar than a leak attacking him.
* WeaponOfChoice: Never Fail's team
** BatterUp Dante's Skull Cracker.
** {{BFG}} Wyatt's Blast-A-Ton which has to be held in two hands.
** MagicStaff / MagicWand: Lyle's Thunder Pole. It's big enough to be the former but he only uses it as the latter.
** PowerFist: Angie's Fist of Schoolage.
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