'''Note:''' If you have not watched ''WebVideo/ToBoldlyFlee'' yet, then there will be spoilers below! Read at your own risk.
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* The opening scene recounting [[spoiler:Ma-Ti's]] death and funeral can still bring a tear to the viewer's eye. Made all the worse by finding out that he [[spoiler: became a WoobieDestroyerOfWorlds after he died]]. And they added [[LonelyPianoMusic Lonely Violin Music]] to make it even sadder.
** It appears again later with only two images (Ma-Ti in pain and Critic about to cry) shown during the nerd-meld, and somehow manages to be even more heartbreaking.
* [[spoiler: That Sci-Fi Guy's death and Angry Joe's stricken reaction to it]]. Bet you didn't see that one coming.
** [[spoiler: Mitigated in TheStinger, which reveals that Sci-Fi Guy survived. His landlord's gonna be pissed, though.]]
* The Critic still being completely broken by [[spoiler:Ma Ti's death]] a year later, saying he never thought he could miss him this much.
* After his first BadDream, Critic frantically looking around for someone else to be there and hanging his head when he realizes he's alone. Like always.
* Critic looks about ten seconds away from a panic attack when he and Geek are watching the Ma-Ti and Spoony footage.
* Critic confiding in both the Chick and Film Brain that years of being a FailureHero have really taken their toll. Not only is he depressed over indirectly causing the death of a comrade for possibly the first time in his life, he is now on a mission to atone for his past sins ''and'' convincing the government from getting rid of all online movie/video game/comic critics in the country through the SUCKA Act.
** "Do you ever wonder what it feels like to be forgotten? To be cast aside?" It hurt already with his curious, melancholy tone, but became all the more painful when part seven revealed that he wanted to die with nobody giving a damn about him.
** While comparing the two conversations in his commentary, Doug brings up a sad point. Critic can totally confide in Film Brain because he feels like he won't get hurt. He and Chick might be more equal, but he's scared of what she'd say so only starts being serious at the end.
* When the Critic couldn't tell it was Terl on the phone and not his mother.
** Even more so, the fact that, when drunk, Critic's mother apparently has a habit of calling him various hurtful things. It's happened so much that it doesn't even faze him anymore.
* While he fully admits to everything they say being true, Critic breaking down when nobody trusts him and laying shit down on the line. Even ''{{Phelous}}'' is giving him a look of pity by the end of this speech:
-->'''Critic''': But this isn't about me this time, alright? It's about Spoony, and Ma-Ti, and whatever the hell is out there turning this world upside down! Something is going on out there, Ma-Ti is alive, and for once in our lives - for once in my life - I actually have a chance to account for one of my mistakes. I have a chance to actually do something right. Please. I'm- I'm begging you here.
* Lupa's rejection of Todd is played surprisingly straight, and really gets you feeling for him. Almost makes you forget that he was stalking her.
** And for [[BewareTheNiceOnes Mickey]] to call her a "cold, heartless vacuum" afterward... ouch.
* Luke and Snob's scene involving the future of online critics. If it doesn't hit you...
-->'''Luke''': Promise me something...don't let it end. Not like this.
* The Chick's assimilation. Mostly because of how painful it sounded, partly because part one proved that she can be a good person when it matters.
* Look at Critic after Paw tells him the enemy wants to discuss their surrender. Nothing is said, but from the long pause and Doug's face it's clear that he feels like he's failed everyone again.
* Luke's devastated reaction when Cinema Snob is accidentally beamed onto the enemy ship.
* Parody of Kirk's hamminess it may be, but Critic's response to thinking that [[spoiler:Phelous had died]] was short but sad.
* This conversation between Film Brain and the Critic:
-->'''Critic''': What if everything's been building up to this? All the reviews, all the madness, all the chaos in life...what if everything's been building up to one single choice? And what if that one single choice falls down to just one person? And what if that one person...is me?
-->'''Film Brain''': Well I can't think of a better person for it to fall upon than you.
** The look the Critic gives Film Brain after that is just heartbreaking. You'd expect the Critic to be his egotistical self, but no...he just has this unbearable look of doubt on his face.
* Todd begging Lupa for another chance, only to be brushed off yet again. Then, when she asks him to spy on Mechakara and [=SevenOfEleven=], he does it only because it was her that asked. And then [[spoiler:he ends up getting assimilated for it.]]
* Critic's totally inwards FreakOut when Ma-Ti describes what he wants. He's flicking his eyes over at everyone, scared that they'll gladly sacrifice him, but at the same time is getting his need from the PlotHole confirmed.
* Luke learning Cinema Snob's fate: [[spoiler: He's gone over to the enemy's side]]. He looks remarkably crushed.
* Critic sitting alone in the corner, trying to cover himself so badly ("my contribution I'll give swiftly, once I think of it, in the confines of my triple-protected bunker"), and when that's enough for everyone, turns back with the worse look of pain in his eyes.
* The Critic revealing to Film Brain that he'd never planned to come back.
** Before that, him lamenting the damage he feels he has caused by being the Critic:
-->"How many Ma-Tis will it take? How many crappy laws were invented because of my bullshit?"
-->"Maybe it's something where I can be useful! Maybe it's something where I can make a difference! Maybe it's something where I actually do something meaningful and not just hurt people!"
** Doug's analysis on the scene doesn't help at all.
-->'''Doug''': [...]with the fact that the Critic ''is'' kinda ranting, but he's also confessing something. That there might be something out there where finally all the stuff that's made him selfish, maybe that'll go away and he can be a good person somewhere else, maybe he can start over.
** To make things far worse, Doug improvised a lot of the scene. He apparently has a talent for ad-libbing heartbreakers.
*** And while Rob's version of the events isn't quite the same, it's still pretty sad: Rob wrote the basic scene based on everything he hated about the Critic, but Doug (very likely not on full brain capacity due to depression, tiredness and starving himself) got upset and confused as to why Rob was calling ''him'' a bad critic. Rob had to explain he was talking about Critic being a bad reviewer, not Doug.
** The scene was so emotionally raw that Critic Reloaded (who spent a lot of time calling this Critic a girl for telling his friends how he feels) passed right over it and acted like it never happened.
** Film Brain also does a fantastic job in his two goodbyes [[spoiler: to The Critic and Luke.]] You really feel his sadness that he [[spoiler: believed in the critic, and cared for Luke, and now he's watched them leave to their dooms.]]
* Critic making the others think he's not fighting because he's a coward, when really he's distracting them so he can try [[SuicideByCop Suicide By Plot Hole]].
** Hell, this whole movie is one big downer for him! [[TheWoobie Poor thing!]]
* The #1 Kryptonian hit of 1983, "Distraction" is about the singers giving their audience a last moment of happiness as the world is destroyed. And now just think about what planet it's from...
** It's sadder when you take the apocalyptic message of the song and apply it to the current events, as the Critics fight what may be their final battle, especially for those who may be on their suicide paths. Even makes it foreshadowing since [[spoiler: their world is coming to an end]].
** Chick singing "And nothing's gonna stand in my way, no matter what the people may say" while, unknown to her, her other half is on his way to kill himself.
* The montage of Luke learning the ways of the plot. It was so heart felt and the scenes of cinematic master pieces in the background made tears well up in people's eyes.
* There's a tear dripping down Critic's face when he's squaring off against Turrell.
* The Critic standing in the doorway and looking upon the real world, accompanied by Gustav Holst's "Jupiter, The Bringer of Jollity."
* The remaining critics standing together on the bridge of USS Exit Strategy [[spoiler: and awaiting their impending doom in the Plot Hole, talking about what a great run they've had as reviewers]]. Really, how can't you get teary-eyed at that?
** Jesu Otaku [[{{Adorkable}} kissing her teddy dog]] and Lupa joining hands with Todd adds to the effect.
* Critic's apology to Ma-Ti. Like so many scenes in the movie, he's tearing up as he says it.
* Sage and Film Brain telling Ma-Ti "you can make the choice to leave this place and be at peace" and "there's nothing more to hold onto, it's time to let go" is sadder when you make the connection between Ma-Ti and Critic. And Critic knows it too.
* Critic's utter look of peace when he [[spoiler: merges with the PlotHole]]. Whether it's happy or sad tears is up to you.
* Watching the USS Exit Strategy crumble when it goes into the PlotHole is distressing, to put it mildly. Not helped by Critic's reaction, where he's gone through so much shit by this point that he just looks and sound numb at having just seen all his friends die.
* The joyous reunion with [[spoiler:Spoony]] at the end, knowing [[spoiler:[[HarsherInHindsight how he parted ways with TGWTG after the shoot]]]].
* The Critic's [[spoiler: sacrifice to save his friends]] and the fact that not one them bar Film Brain and Luke seemed to know what had happened to him. After all his character development, not one of them was concerned if he was alive or dead or gave him acknowledgement for [[spoiler: becoming a hero]]. What's more, the Critic seems perfectly fine with this.
** When standing in the field before being reunited with Spoony, they actually '''do''' all seem to realize what happened to the Critic, and it's just that none of them want to ''say'' anything about it as it would be too painful. Snob's somber tone when he mentions that this is where "the Critic started this whole mess..." speaks volumes.
* The demise of [[spoiler:Mechakara, Zod, and Turrell]] was heartbreaking, they were all very amusing characters (well, [[spoiler: Mechakara in his own, [[TheComicallySerious unfunny way]]]]), who even had some dramatic potential. It helps that they perished while [[spoiler: quoting Shakespeare together, as if they were friends. "[[FamousLastWords To be]]...[[FaceDeathWithDignity Or not]]...[[LargeHam TO BE!]]]]
* [[spoiler: The Critic's sacrifice from DougWalker's point of view. He is watching his creation (essentially his ''child'') take charge of his life and sacrifice himself to save everyone, with only him to witness it and really remember it. RealitySubtext makes this even more tearjerking]]
** Hard to notice, but [[http://24.media.tumblr.com/1efd191eb921edb52096f7eb2f5a7b7d/tumblr_mfv7tn2J1f1rpew38o1_500.jpg Doug's face]] when he tells Critic that his world with all the created characters will disappear. Any writer near the end of their story will identify.
* How can we forget the Bothans?
* The extra ending of the movie, where in-character!Rob and Doug have no idea what to do now [[spoiler: and so decide to watch and affectionately make fun of the ''CartoonAllstars'' review]]. And like the cast singing "Rocket Man", it manages to be heartwarming and funny too.
* After Doug announced the Critic's retirement, [[http://chezapocalypse.tumblr.com/post/31554804758/i-was-poking-around-in-the-stuff-i-shot-from-the Lindsay put up a video of the reviewers singing "Rocket Man"]]. It's funny, heartwarming and tear-inducing at the time.
* If you think about it, this whole movie has "endings" as its theme. Critic complains about how he doesn't wanna review bad movies anymore in videos before this film, the critics are battling what could be the end of their jobs due to the government's law and online reviewers becoming extinct, the Critic tries to end Ma-Ti's wrath, the others try to end Clodd's rising, and it turns out it's the end of the Critic himself. Now we get confirmation from Doug that the film was ''created'' to retire the character, as he feels he's run his course. But you also notice that there's ''continuation'' after these endings: they keep their jobs despite the fate of online reviews in general being vague, Ma-Ti realizes the error of his ways, and the Critic still ''somewhat'' exists as the universe itself. This makes the whole film have a very bittersweet feeling, and really is the best special they made.
** Especially since this will be the last anniversary special on this scale...but then again how on ''earth'' could they top this? And that in itself is heartbreaking: Channel Awesome has achieved that "something special" that Oancitizen talked about. A movie worth a ''thousand'' Brawls.
* On Spoony's commentary, he reveals that those reviewers who took a trip to Washington DC to talk to government staff about the SOPA/PIPA acts left incredibly disillusioned. Basically, they discovered that no matter how much they argued about Fair Use until they were blue in the face, our government ''will eventually find a way to end your website'' even if these acts are not perfect at the moment. They'd just create a new bill after that fails! The critics could win the battle but lose the war. With this in mind, you realize that the addition of the political commentary in ''ToBoldlyFlee'' isn't just due to Doug being butt-hurt- these were included because of real problems Channel Awesome was facing. ''This'' was the other big reason Doug decided to end the Critic, and contributed a lot to the evolution of what the site could now become after this movie! The whole feeling that there are people out there who are guaranteed to defeat you dampens your soul!
* On the behind the scenes video in the DVD, everyone starts saying their thanks, and while it ''is'' heartwarming, there's some sad, strange music that makes them sound really miserable. Especially Doug, who reveals on it the real reason why they're not doing more big specials: his GuiltComplex over possibly putting people through too much work has got so massive he can't face it anymore.
** Also it was shown that Rob had the [[SarcasmMode brilliant]] idea of telling Doug that they were fifteen minutes behind instead of ahead like they actually were, and when Doug finds this out, he has one of those completely imploding {{heroic bsod}}s he's so fond of. What's worse is that, according to Todd and Lindsay, this is apparently the moment everything started going wrong.
* Viewers weren't the only one effected by the Critic drama, Doug apparently had to reshoot some of his more emotional scenes because he was truly getting upset.
* Speaking of Doug, a lot of his commentary is really hard to listen to, as he's convinced he became his worst nightmare and pushed the producers too much, he barely ate anything, slept very little and even got up earlier to work out so he could try and keep his energy up, fully admits to have done damage to his health, talks a lot about Critic's self-loathing, beats himself up over being too naive to handle Chick's assimilation scene, and even thought Todd was being sarcastic when he was thanked for the ''Franchise/RoboCop'' costume and was apologizing profusely until Todd reassured him that he meant it.
** His workaholicness isn't quite so funny after he displays actual ''confusion'' over why nobody else wanted to let their work hurt them.
* Even the "Crushin' Boots" video gets a kick in, by following up all of Phelous's RefugeInAudacity deaths with a shot of Critic going to commit suicide.
** The DVD-only music video is even worse, as "this is your last trip, and I'll be part of it, cos in the end I owe you one" plays over Spoony/Critic, and "don't forget the memories, they make you feel alive" over Borged!Chick attempting to kill JO.
* For the WebVideo/{{Bum Review|s}} of the movie, Chester grudgingly admitting that life is going to suck more now that the Critic is gone. Especially when you remember Critic was the only one to ever give him money and a place to stay.
** And "now the reviewers are convinced they're living in a giant mistake. ...welcome to every day of my existence."
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