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Shout Out: To Boldly Flee
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    Throughout 

    Part 1 

    Part 2 

    Part 3 
  • Terl's line "The Critic will die before these eyes, and he'll know, he'll know that it is I, General Ferdinand von Turrell who encompasses his doom!" is paraphrased from Dune
    • In fact, that entire monologue, starting with "Oh, I won't tell you who the traitor is, or when he'll attack..." is paraphrased or lifted directly from one of Baron Vladimir Harkonnen's speeches in Lynch's Dune.
  • More Star Trek references throughout, including Nostalgia Chick being turned into a Borg, Jew Wario reading the Tao Ta Kei (and throwing in the obligatory "Oh myyyyyyyy"), and Paw warning Phelous not to go on the away mission because he's wearing a Red Shirt and Phelous throwing in a Picardesque "Shut up, Wesley!" in response. Seven of Eleven referring to the Nostalgia Chick as a carbon unit may be a reference to The Motion Picture, where a crewmember is converted into a probe for V'Ger.
  • Jew Wario uses the word "Takei" in place of "gay" at a touching moment between Snob and Luke, which is a reference to Takei's gay rights online spot about the same thing.
  • JO and CR's shared dreams involving blueprints for some kind of machine is a fairly blatant Explorers reference.
    • It also serves as a double reference to the Nostalgia Critic as he named Explorers as one of the top 11 most underrated films.
  • Terl and Zod's conversation has it so that Terl's shots are all Dutch Angles while Zod's are straight. This is obviously a nod to how Battlefield Earth, the film where Terl came from, was shot.
  • "Seven of Eleven" is a blended reference of Seven of Nine and the convenience store chain 7-Eleven.
  • Sage and JesuOtaku playfully toss around a Thermal Detonator.
  • When Spoony is rescued from the literal Cardboard Prison, he is told that he is suffering from shipping and handling sickness.
  • At one point CR can see through walls and discovers that 8-Bit Mickey is watching My Little Pony: Friendship Is Magic ("Damn right I am!"). For bonus points, Mickey wears a Derpy Hooves shirt for the rest of the episode.
  • The Nostalgia Critic thought Sad Panda was a Doctor:
    Sad Panda: I just said I watch Doctor Who a lot.
    Nostalgia Critic: Eh, close enough.
  • When 8-Bit Mickey is telling Todd to take the love triangle outside when people are trying to sleep, he calls Todd Zorro.
  • Doug's response to Phelous's insistence he lead is "It's your funeral, Captain Canuck."
  • Kyle's description of part 3 was "In which a small time Tokyo bureaucrat, desperate to give his life meaning, tries to build a playground before he dies".

    Part 4 

    Part 5 

    Part 6 

    Part 7 
  • Once more, Star Wars allusions:
    • Executor says "The Attempts on my life left me scarred.."
    • Oancitizen as Master Yoda.
    • LAG returns as Ghost!Obi-Wan.
    • Luke Mochrie as Luke Skywalker.
    • The set-up for the final battle is pretty much entirely taken from ROTJ, including the ridiculously big fleet, The Death Bomb/Star's Plans, "many bothans died to bring us this information", Mentor (Snob) VS Apprentice (Luke) and so forth.
    • Lastly, in the final battle, Luke fails to identify what's a Bothan, leading to him confuse the description with other alien species, eventually reaching a Star Trek species in the middle of the conversation.
  • Luke learns about the Plot in the same manner people have their minds rewritten in Dark City. It's even named after director Alex Proyas.
  • Chick and Oancitizen disguise themselves as Ursa and Non.
  • Critic's flying car has an Autobot logo in it.
  • While justified by her previous Borgness, the dialogue as the Chick instantly learns the song number more closely resembles The Matrix.
  • When the mysterious figure dressed as Gort takes out Terl's ship for him, he signals the Critic. The Critic halfheartedly mumbles back "Yeah, yeah...Klattu barada whatever"—making it a rare instance when the reference is actually directed at the movie.
  • The shaky-cam zoom on Terl and Zod's ship in the middle of the fleet is exactly like a standard space shot from Firefly or Battlestar Galactica.
    • Similarly, Gort's ship looks like a Cylon raider.
  • When Terl's ship is blasted away, he imitates a Goofy scream.
  • Angry Joe avoids the mooks by hiding in a cardboard box like Solid Snake, and takes it far too personally when MarzGurl insults the box, much like Solid Snake in Sons of Liberty & Naked Snake in Snake Eater.
    • Likewise, MarzGurl takes part in the raiding party by dressing as the Major and using the same invisibility technique.
  • An action sequence is scored by a diegetic '80s-style pop song, like the use of "Holding Out for a Hero" in the climax of Shrek 2.
    • Alternately, it's a reference to the climactic battle of Macross, which was also a space battle set to pop music.
    • Or a reference to The Fifth Element: kickass music layered over a kickass fight scene(s) (appropriately, Nostalgia Chick reviewed it).
  • Luke admits that what he tells Film Brain is contrary to "everything that life, the universe, and everything says is common sense."
  • The ship shooting at the car looks a lot like Eldar Vyper
    • It turns out that this was accidental, according to the cast commentary. While it is certainly similar, it was changed between the version seen in the trailer (which coincidentally looked a lot like an Eldar Vyper) to a different model (which looks a little less so) seen in the final cut. The reason for this was after realizing the similarity, Channel Awesome wanted to take steps to avoid the Games Workshop lawyers stepping in and having a say about it. That would make this something of an example of Animating Around the Trademarks.
  • The Critic flying a car in space calls to mind Heavy Metal.
  • Kyle promoted part 7 as "In which a man recounts the tale of a doctor who uses a hypnotized somnambulist for his dark purposes".
  • One of Phelous' titles is God-Emperor.
  • The Syringe that bestows a lifetime of knowledge of the plot into Luke and the lines that follow are directly lifted from Dark City with the name of the syringe itself coming from the film's director, Alex Proyas.
  • Among the film clips shown to Luke are public domain classics such as Night of the Living Dead, Alexander Nevsky and Nanook of the North.
  • In a rare shout-out to the TGWTG fandom, there is a certain type of gastropod on the shelves behind Kyle.

    Part 8 
  • What do CR and JO come up with to take out the Death Bomb once and for all? A Blue Shell.
  • The assembly of the above and the circumstances that prompt it are straight from Star Trek VI: The Undiscovered Country.
  • Spoony's return at the end is reminiscent of Spock's revival in Star Trek III: The Search for Spock.
    • Given the white Spock robe, it may also be a nod to the original Spoony's return on The Spoony Experiment, asserting that "I have returned from death, and now I am Spoony the White."
  • After The Critic's Heroic Sacrifice, we zoom out to see the Plot Hole itself, the whole universe contained within.
    The Plot Hole: I am... The Nostalgia Critic.
  • To Luke's father Colin Mochrie of Whose Line Is It Anyway? fame.
  • The Ship unable to move and Mickey's line "We're not going to make it, are we?" is taken from Star Trek II: The Wrath of Khan.
  • The three villains together bickering in their downed ship before blowing up is borrows heavily from the three bickering villains at the end of Spaceballs.
  • Insano's wrap-up speech is reminiscent of Doc Brown's at the end of Back To The Future Part III
  • Film Brain looking off fondly at the ghostly images of Last Angry Geek, Nostalgia Critic and Hayden Christensen is a shout out to the end of Return of the Jedi.
  • Kyle described the final part on his Facebook page as "In which a train arrives at La Ciotat station".
  • Linkara's Big Damn Hero moment, while being the Sulu/Excelsior of the Undiscovered Country bit, is also very similar to the opening battle of Star Trek: First Contact. Not only does Comicron-1 absolutely dwarf the USS Exit Strategy, heavily pronounced by the entry swoop, but Linkara is even wearing the appropriate Starfleet uniform.
  • When the Critic prepares to take his first step into the real world, the way he holds his foot out is a reference to the "leap of faith" scene in Indiana Jones and the Last Crusade.
  • The music and the dialogue from Ma-Ti during the scene where Critic prepares to step into the real world is referencing Joker's words as he thinks the Ships are about to explode in The Dark Knight.
  • The entire "reality" sequence between the Critic and the writer is a play off the ending scene of The Truman Show, right down to the Nostalgia Critic asking the questions, "Who are you?" and "Who am I?"
  • The Critic merging with the plothole is a reference to Willard Decker merging with Illia at the end of Star Trek: The Motion Picture.
    • And it was shot like the Tenth Doctor's regeneration in Doctor Who, just with blue light instead of yellow, and going out with a smile instead of regretting it.
  • The way the Blue Shell hits the villian's House-ship is very similar to Star Trek VI, when a photon torpedo took out a Klingon vessel. The line "To be or not to be," was also a part of that scene.
  • Nash cooking a Hot Pocket can be seen as a reference to Doug's guest appearance on the What the Fuck Is Wrong with You? Live show
  • When the Nostalgia Critic says 'You did good, Ma-Ti. You did real good.' The line comes from Mickey, Rocky's Trainer in Rocky 3.

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