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Funny / To Boldly Flee

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     Part One 

  • The Critic's photo of Ma-Ti.
    • "Ma-Ti's a part of that complete breakfast in the sky now."
  • The Critic thinking an angry, bitter Terl is his mother getting into the booze again. And then wordlessly hanging up once Terl confirms he can't legally do anything to him.
  • The Critic's entire conversation with Dr. Block and Dr. Tease about Spoony's "head." Leading into a sort of Abbot and Costello routine, ending with the Critic being slapped for being a pervert.
    Dr. Tease: Well, from all outward appearances, Spoony seems to be completely normal.
    Dr. Block: Yes, (air quotes) "normal."
    Dr. Tease: All except for his saxophone shaped penis.
    Critic: Penis?
    Dr. Block: Yes.
    Dr. Tease: But we all knew about that.
    Critic: We did?
    Dr. Block: Of course.
    Dr. Tease: The problem seems to be inside of his head.
    Critic: Which head?
    Dr. Tease: His brain.
    Dr. Block: And not his penis.
    Critic: Penis?
    Dr. Tease: No, but thanks for offering.
    Dr Block: We'll have to examine Spoony's head.
    Critic: His brain?
    Dr. Tease: No, his penis. But we should do that too, make a note of that.
    Dr. Block: I think we will find Spoony is suffering from an acute case of CCFCP.
    Critic: Which is...?
    Dr. Tease: Coo Coo for Cocoa Puffs.
    Dr. Block: It's a technical term. You can find it in the DSM-IV, right next to Fruity as a Nut Cake.
    Dr. Tease: And when abbreviated, it has the exact same number of letters as the word "penis".
    Critic: Penis?
    Dr. Tease: Maybe later.
    Dr. Block: Don't worry. We'll take good care of Spoony.
    Dr. Tease: Especially his head.
    Critic: You mean penis.
    * Tease slaps the Critic*
    Dr. Block: Pervert.
    * Dr. Tease scoffs. Both exit with the unconscious Spoony.*
    Critic: Why do I talk to people?
  • Terl and the Executor getting sidetracked in their Star Wars quoting, thanks to randomly taking lines from different movies.
  • The Critic clings to the Chick in terror at his computer exploding, but then...
    • The "I'm going to kill you" faces she makes while he's pulling her over.
  • Prick saying with complete earnestness: "The Smurfs 2 may have to be cancelled," and then continuing on about how "chipmunks eating poop is the epitome of high art."
    • The tech support guy's utter disbelief that he can't find his computer's power switch.
  • Paw not being able to answer Linkara's questions and thinking that Mechakara is something that Jombi says.
    Linkara: What do I review, Paw?
    Paw: *looks behind him* ...Lamps?
    • Super Diamond-Edition Meta Brick Joke in regards to this: Linkara originally wrote the lamp joke for this special. However, it first appears in Sad Panda's 'Top 10 TGWTG Reviewers. Evidence here.]] Sad Panda claims he actually went back in time after To Boldly Flee and gave Doug the idea. See here. Not too mention Linkara makes a cameo actually reveiwing a lamp in Phelous' Amityville 4'' review.
  • Linkara being rendered helpless with a simple Chinese finger-trap. Not to mention his facial reaction to his situation. Not so much panic as it is "God, I hate my job sometimes..."
  • Mechakara getting into Linkara's room by tricking him into thinking he's giving a Candygram.
  • The sign on Linkara's door when he goes to answer it: "Rent Due." That was done to close a potential Plot Hole as to why Linkara didn't just use the peephole. Amusingly, he covered the apartment number, not the peephole, when he put the sign up.
  • When Linkara answers the door to his evil mechanical double, the first thing he notices is the note.
  • The moment when Linkara actually does open the door.
    Mechakara: Linkara.
    Linkara: *cheerfully* Yes, I am... *realizes who it is* ...Gonna go get him! *tries to shut the door*
  • After introducing himself as the Cinema Snob's protégé, Luke immediately criticizes the next line-read.
  • Spoony strapped up to a device that reads his unconscious mind. And when you've got three other reviewers in the room asking embarrassing questions, it turns into a hilarious lie detector test that not only claims that Spoony loves Rebecca Black and has sexual thoughts about his sister, but he's also got a soft spot for Highlander II and the Final Fantasy series (specifically, the last four games that were out at the time).
    Luke: Wow, you are such a phony!
    • There are hints the detector may be reading Ma-Ti's mind rather than Spoony's, making this somehow even more hilarious considering how he usually acts.
  • The Last Angry Geek appearing from nowhere, the Critic's reaction, and fake-out exit.
  • The Critic and Last Angry Geek's Mind Meld lead to a Call-Back joke:
    Last Angry Geek: The needs... Of the many... Outweigh...
    Critic: The needs of the few—
    Last Angry Geek: Shut up, I'm talking.
    Critic: [exasperated] Sorry!
    • And when the Geek finds "nothing in there," it leads to the only amusing and non-dramatic "Critic has no self-esteem" moment: He misunderstands and complains "that's a little harsh," but realizes the remark has some truth to it.
  • The Critic and Film Brain discussing Ma-Ti's cremation in a Quaker Oats container.
    Critic: Yeah, that was a weird request in his will.
    Film Brain: Which you wrote.
    Critic: He would have wanted it that way.
    Film Brain: After his death.
    Critic: As I had to.
    Film Brain: In his blood.
  • Cheerios 2 still being the Critic's breakfast of choice as seen in his room.
  • The Chick prank calling Lupa, only to have it backfire.
    Nostalgia Chick: And so, as the head of the FAA, we would like you to please stop dying your head that horrible red, so our pilots will not longer be blinded by your hellishly slutty colors.
    Lupa: Oooh, thank you, Mrs. Secretary. And so long that we're talking about air-space, you might wanna put Nostalgia Chick on your maps. Her obviously padded bra is much too large, and if an Argentinian soccer team crashes onto her breasts and are forced to eat themselves...
    • Beforehand, her big rant about Lupa's "clown hair." And then when she notices the Critic looking at her strangely, she then tries to act like she didn't know Todd had another crush.
  • The stealth pun of "Ma-Ti phone home."
  • The Critic and Spoony doing an utterly hilarious Star Trek 2 parody, complete with Critic's amazingly calm Shatner voice.
    Critic: (Completely monotone:) Spoony. What are you doing here? Have you gone mad?
    • And the Critic's response to Ma-Ti!Spoony's "get home" statement.
    Critic: Spoony, we are home. My home. Get out!
    • And he says it all in the same comforting tone.
  • Spoony!Ma-Ti trying to warn the Critic about ''The Hole.''
    Spoony: Search for my body. Find the Hole.
    Critic: Okay, there is no way I am reaching for your hole.
    Spoony: The Hole! It's coming!
    Critic: Please say no more about your coming hole...
  • "Taco Bell is a harsh mistress."
  • Linkara, having realised that Paw doesn't watch his show despite his protests otherwise, challenges to Paw to sing his theme song. Paw nervously sings the opening lines of "Break Me" by The Irresponsibles.
  • The Chick's total failure at acting innocent when the Critic catches her on his computer. Followed naturally by Todd threatening her with a restraining order. (You'd figure he would have thought of that by like the third kidnapping.)
  • When the Critic forgets who Terl is:
    Terl: It's Terl! T-U-double R-E-double-L, Terl! Do you know what that spells!?
    Critic: ...Tigger?

     Part Two 

  • Sad Panda as he is being beamed by the Critic.
    Sad Panda: (dully) Oh, fantastic.
  • In response to Lupa:
    Nostalgia Critic: Cinema Snob, fill [her] in.
    • And a little later:
    JesuOtaku: Well... It would be good of us to help out our fellow reviewer. But, maybe I'm still riding the high of winning that car. (smugly looks at her ticket)
  • Sage and the Snob explaining why Doctors Tease and Block won't be joining them.
    Snob: Um, yeah... About that...
    Sage: They kind-of got themselves arrested...
    Snob: By assaulting a federal agent...
    Sage: And a cop...
    Snob: Whom they stole his gun from...
    Sage: And used it against him...
    Snob: To steal a squad car...
    Sage: In exchange for...
    Snob: An ice cream truck...
    Sage: And high-tailed to Tijuana...
    Snob: Where they were picked up by the Mexican Federales...
    Sage: Dressed as nuns.
    Snob: They're gonna be gone for a long time.
    Snob: [Blushing] Thanks.
    Sage: [Blushing] We worked on it in the car.
    Luke: You did awesome.
  • "Why? I'm not leaving the house."
  • The name of the house spaceship used to flee from the government? The USS Exit Strategy.
  • The Critic is trying to persuade everyone to join him... Again...
    Critic: "Now, I know I've never asked anything of you guys before."
    Todd: *deadpan* "Did he seriously just say that?"
  • The outside the quest reviewers having the objects they're holding being changed. The best are The Rap Critic brushing his teeth with a twig and Diamanda Hagan still biting her sandwich despite having a hand in it.
  • The scene where the agents put Spoony into "Cardboard Freeze."
    Spoony: "Isn't that just another term for putting me in a cardboard box?"
    Prick: "Lower him in."
    Spoony: "Wait, no! Aah!" *Gets put in a box* "Wait, I don't have a Wookiee to soothe or a hot princess to kiss."
  • Also at the beginning, "Ask about Sage's weiner" and the Doctors producing an umbrella... Just in case Spoony's head asplodes.
  • Sad Panda distracting Doctor Insano so the other critics can loot his lab. Even better is how he specifically tells Dr. Insano to use an explanation that would take the longest time, and Insano still doesn't realize he's trying to distract him.
  • Terl proclaiming that the Critic will not escape and that nothing will escape his sight... Only for the house-ship to fly past while he's turned around.
  • The moment at the very end where Turrell finally meets General Zod was absolutely brilliant.
    Terl: Pray, just who the devil are you?
    Terl: Okay he's foreign... Umm... Hello, Neil! Very nice to meet you! *awkward attempt at mimicking hand gesture*
  • The fact that Mechakara doesn't even attempt to be convincing as Linkara, but still manages to go unnoticed.
    Critic: That's the selfish spirit! *turns to Mechakara, who up until now had been very quiet* Linkara, whaddaya say?
    *everyone stares*
    Everyone: YEEEEEAH!!!
    • It's Mechakara's baffled reaction to the shout the sells it.
  • Doctor Insano's description of time:
    "Time isn't a straight line; it's more like a David Lynch movie! It's this wandering, meandering thing that just goes in all directions, and if you're very lucky, by the end you'll see some boobies, and maybe some little people."
    • Most of his cameo qualifies as this, actually. Particularly when they steal all of his stuff at the end.
    Insano: Son of a bitch! This is why I need mad scientist insurance! They even took my novelty slot-machine! Who DOES that???
  • 8-Bit Mickey calmly telling everyone where Spoony is while covered in blood holding a severed hand. He high-fives Paw with it, causing Paw to freak out once he realizes he's holding the severed hand of Prick.
    Minion: Oh god, where's his nose?!
    • Before that Mickey's attempt to distract the Agents with a Neuralyser... Only for them to point out it's actually a vibrator.
    • Along with the fact that Snob immediately deduces why Mickey killed Prick so thoroughly. Along with the implication that it's not the first time that he's done this.
    • Bennett's reaction to the blood covered Mickey and seeing Paw jump in fright at the sight of Prick's severed hand.
  • Bennett's contribution to building the spaceship: Putting a beer in the fridge.
  • Joe's contribution: Putting a super mushroom into the engine, complete with sound effects.
  • Paw's Spock ears on his headphones:
    Paw: Wait wait wait! We're going into space, I need proper attire. [swaps out a pair of headphones with Spock ears]
    Critic: You're such a geek.
    Paw: I find that... Illogical.
    Critic: That's why you're undateable.
  • The Critic again shows how careless he is about the crew:
    Critic: By god, with a ship in my command and a crew to dispose of...
    MarzGurl: Don't you mean at your disposal?
    Critic: Sure. Nothing can stop us!
  • The Critic's This Is Gonna Suck reaction to everyone giving him a look of hate after he's beamed them all up.
    Critic: ...Hello again.
  • The many references to Sage's "wiener:"
    Sage: How much information?
    Block: (referring to the hot dog Sage is eating) Enough to make that wiener of yours twice the size of Chicago and three times the height of Mount Everest.
    Luke: Wow, you are hung!
    Snob: (walking into the room) How's Spoony holding up?
    Luke: Not good. Ask Sage about his wiener.
    Snob: ...No.
    • Then, when Prick is taking Spoony away...
    Block: Pulling him out of this coma could have dangerous consequences!
    Luke: Yeah, tell them about Sage's wiener!
    *Prick turns and glares at Sage.*
  • How about this bit?:
    MarzGurl: Critic, there appears to be some very angry men approaching from outside.
    Critic: Jehovah's Witnesses?
    MarzGurl: Angrier.
    • When we see the surveillance video of Prick pounding on the door, there is an alarm flashing below it reading: "Douches detected."
  • Todd is beamed in, and the Chick's face lights up. Then Lupa is beamed in, and Todd is overjoyed while the Chick gives her a catty look.
  • The Chick lovingly clinging to Todd in the Shadow's arm during their meeting with Insano. She doesn't even look in the same direction as the others when they all begin talking at the same time, and continues to stare up at Todd.
    • Todd having to stop the Chick from pawing at him during the same scene.
  • When the Critic leaves Earth behind Terl's back, Terl was immediately summoned by the Executor. The first few seconds of this scene is simply the camera moving back and forth from Terl twiddling his hands in fear and a very unhappy looking Executor. Cue frown and awkward silence.
    • When Terl tells the Executor about what happened to [Prick.
    Executor: (after a couple awkward seconds, not happy) Critic's gone?
    Terl: (hand shaking a bit) Um-hm.
    Executor: Prick, dead?
    Terl: Well... Ah, not exa— Yeah.
    Executor: You pissing yourself in fear?
    Terl: (small high pitch tone) Definitely.
    Executor: You have failed me for the last time Terl.
  • How the crew convinces Insano to tell them what's going on:
    Critic: Oh, come on, Insano, you know as well as I do your ass is on the line. If we don't stop this thing, it's gonna be anarchy and chaos! The world's gonna be turned upside down!
    Insano: Precisely! Which will make it all the more easy for me to take over!
    Lupa: Or it could turn you into a hippo's ballsack.
    Insano: ...Good point.

     Part Three 
  • CR and JesuOtaku discovering they had the same daydream by completing each others' sentences by each word, and each drawing precisely one half of the blueprints for a machine!
  • Terl and Zod sissy-fighting, much to the embarrassment of Terl's goons.
    Zod: Y-your name is ...Ferdinand?!?
    Zod: I am totally tweeting that!
    • Also:
    Zod: The Critic has the right idea. Turn this ship into a house!
    • And their comments about how the potted plant "really ties the room together".
  • During napping hours on the USS Exit Strategy, a sleeping Critic tosses and turns, accidentally hitting the controls.
    "Oxygen disabled."
    "Oxygen enabled."
    "Now deploying all food rations."
  • Paw's vlog.
    • After CR beams the Critic's ankle bracelet off rather than have Phelous hack off his leg, we get this.
    Phelous: Can I still cut your leg off?
    Critic': *gives him a "WTF?!" look*
  • JesuOtaku being inadvertently zapped by the machine she builds with CR, which turns her hair red and alters her personality to that of Radical Edward. Especially amusing to see her play against type!
    • Immediately afterward, JO tweaks CR's visor so that it can see through stuff and CR uses it to see that 8-Bit Mickey is watching My Little Pony. Mickey shouts through the wall, "And damn proud I am!"
    • Ed!Jesu playing catch with a thermal detonator with Sage. Especially amusing since Sage is characterized as Jesu's Arch-Enemy.
  • The Critic and Paw trying to explain to Phelous the rule of red shirt. Reaches meta-level when you realize what one of Phelous's most common themes on his show is...
    • Paw's reaction to a particular insult Phelous throws at him when he's taking charge.
    Paw: ...That fucker just call me Wesley?!
  • 8-Bit Mickey saying that once they see what's up the hole, they have a sexy dance party.
    • The conversation that follows makes it even better
    Critic: I don't recall a sexy dance party.
    8-Bit Mickey: Are you saying we don't need a sexy dance party?
    Critic: Well, I didn't say that.
  • Moments after Marzgurl calls him out on mixing up Europa with Jupiter, Critic spouts off a bunch of facts about Europa to 8-Bit Mickey and tops it off by turning around and biting his thumb at Marzgurl.
  • After Lupa rejects Todd, The Chick suddenly pops up next to him...and after she leaves so does 8-Bit Mickey:
    8-Bit Mickey: Hey Zorro, take your love triangle outside, some of us are trying to sleep.
    Todd: Outside is a cold heartless vacuum.
    8-Bit Mickey: So's Obscurus Lupa.
  • When Sad Panda is made the doctor of the crew and when they found Spoony unconscious:
    Sad Panda: Stand back. I am apparently a doctor.
    (Sad Panda checks his own pulse and touches Spoony's shoulder)
    Sad Panda: He's dead.
    (Spoony wakes up)
    Sage: I thought you said he was dead.
    Sad Panda: He's dead to me. So are all of you.
    Sage: (hurt) Oh.
    • Not to mention the fact that Panda is now wearing the same outfit as the 11th Doctor.
  • Sad Panda in general can be pretty hilarious, since he only seems to talk when it's time for scathing one-liners.
    Sad Panda: Film Brain, you look like you heard two people having sex.
    Film Brain: How would you know?!
    Sad Panda: I'm French. We know.
  • Backtracking from the above; very dark comedy, but Film Brain mistaking Mechakara assimilating The Nostalgia Chick as their having sex since he couldn't see what was actually happening.
    • And then constantly having to correct himself as he tries to explain where they are...
    • The marvelous "D8" expression on his face when he first comes into the room.
    • And then everyone believing the surly demeanour of the two when they finally show up is an 'afterglow'. (Everyone except Obscurus Lupa and possibly CR, that is.)
    • This conversation after that, especially the look on JewWario at the end.
    Obscurus Lupa: [referring to Mechakara and Seven-of-Eleven] Does something seem strange about those two?
    JewWario: Pfft. It's just the afterglow. Just bask in their shimmering hormones. [basks] Mmm...
    • Also, judging by what he turned her into, the implication that Mechakara is just as much a Star Trek nerd as the real Linkara.
  • Spoony complaining that he can't see on account of his "shipping and handling sickness"... until it's pointed out that it's because he has his eyes closed.
    Spoony: That red-blooded son of a bitch! This must be his revenge for those impressions I did of him.
    Spoony!Ma-Ti: Those were terrible impressions!
    Spoony: Shut up!
    Spoony!Ma-Ti: You shut up!
    Spoony: SHUT UP!!!
  • JewWario reading Tao Takei... which apparently has a pin up. "Oh my..."
    • After Luke and Cinema Snob have a heartwarming conversation about the reviewers being like family, the camera suddenly cuts over to JewWario, who's still reading the book. He looks up and says "That's so Takei."

    Part Four 
  • All the wrong names Terl receives.
  • When Terl attacks the ship, the impact sends Film Brain flying across the screen, while JO Ed spins off laughing like she's on a tilt-a-whirl
  • Phelous's death starts off horrifying, but becomes hilarious around the third or fourth time the guard goes in to stab him because he just won't die. It's explained that he's now basically immortal because in all sci-fi movies, "once one red shirt is killed, there's always more that come," which makes for hilarious logic as well as a call back to his former "dies at the end of each review" gag.]]
    • And it continues back on the Exit Strategy...somehow.
    MarzGurl: Clean up!
    • And Sad Panda reporting Critic about it. Let's also add that by the third stab, even Spoony, Sad Panda and Bennett's faces were practically "Just die already!"
    Critic: Sad Panda, report!
    Sad Panda: Sir, Phelous is (last stab) thankfully dead.
  • The return of Benzaie.
    Zod: I don't even know what he's doing right now, he's just dancing around naked!
    Benzaie: Yo, my name's Benzaie, and you know I'm always kissing guys!
    • One of the very few things Zodd and Terl agree on: "Why would we want to learn French in French?"
  • Pretty much the entirety of the Critic getting teleported gag, but special mention should go to when Terl tries to get involved and ends up getting put right where NC was about to get shot at. Twice.
  • Joe beaming onto Zod & Terl's ship, asking which crewman is the Tactical Weapons Officer, and promptly shooting him in the head after Zod & Terl both point him out, before flashing a cocky grin as he beams out.
    • What also makes it funny is Zod and Terl's reactions to Joe appearing, killing the Tactical Weapons Officer and vanishing, as if to say "What the fuck just happened here?!"
  • JO Ed always choosing Paw as a demonstration target. "I shall test it ooonn...Paw Paw!" *BLAM!!!*
  • Mechakara and Seven of Eleven "helping" the Engineering crew:
    Todd in the Shadows: We could use a little help, y'know!
    Mechakara: We are providing tactical moral support.
    Seven Of Eleven: *Completely deadpan* Go team.
  • "I hate sci-fi."
  • Terl gets the USS Exit Strategy to lower their shields by pretending to be Rachael Ray filming a crossover with Oprah and needing sugar.
    • After Zod posing as Oprah insults and threatens the Exit Strategy.
    Zod: Oh, just give us the sugar you little shit, or I'll just disembowel your goddamn guts and chew on it like a Soylent Snicker bar in Hannibal Lecter's candy factory!
    Paw: Well, that does sound like Oprah.
  • When the Critic finally gets teleported back on to the ship:
    (The Critic walks to CR)
    CR: You're welcome.
    (The Critic smacks him on the back of his head)
    CR: Bitch!
  • Terl's malaproper-riddled butchery of Shakespeare, including such gems as "perchance to cream" and something about a ballsack.
    • Which makes Critic cut his audio and tells the crew to pretend they've been listening once the ranting is done.
  • The Critic getting his hands on JO Ed's BFG and chasing after the guards firing wildly. "Don't run, don't run, I wanna be your friend!"
  • Doug's hilariously over-the-top portrayal of Judge Dredd.
    • Then the guards try to hit him. Out of his entire battle-impractical jumpsuit, They only succeed in hitting his helmet and his massive shoulder pads.
    • Making things even funnier is how stuff like the helmet is clearly too big for him and loosely rattles around.
  • JewWario does a barrel roll.
    Critic: DON'T do that again! Report!
    8-Bit Mickey: I'm nauseous, captain.
  • Sage's attempt to detect enemies when his team is caught... leading to Sad Panda dope slapping him.
  • The Critic running screaming from a mook who's aiming is... less than stellar.
  • When Angry Joe blows the Critic's hiding place by talking through the communicator.
    Critic: Remind me to kill you later!
    Joe: I don't really have to remind him, do I?
    (The other reviewers shake their heads)
    • Except for Paw, who nods enthusiastically.
  • The Critic's OMGWTF 9000 gets overheated while chasing a mook. He promptly turns tail and runs away while blowing on it to cool it down.
  • When Terl tells the minions to push random buttons, one of them blows up Venus.
    Terl: Oh, that just blew up Venus. Fuck! They're gonna miss that.
  • During the first attack on the Critic's house/ship:
    Critic: Cinema Snob, can we fire back?!
    Snob: Um... according to this little red light that means "no"... uh... no.
  • After Zod retrieves the ship's owner's manual:
    Zod: (reading) Congratulations on purchasing your new Illudium 36 Explosive Space Modulator. We're glad you had the...
    Terl: *Rips out the page Zod is reading* Don't read the first page, it's filler!
    (Zod looks at Terl angrily and then continues to read)
    Zod: (reading) After completing the parts on page one, you will next want to...
    Terl: Oh, God damnit! (Leans down to find the page he ripped out)

    Part Five 
  • The conversation between The Last Angry Geek and his droid.
  • Luke is distraught with worry over what unspeakable horrors are being performed on The Cinema Snob. Gilligan Cut to Snob in a luxurious bed being fed cookies by Jillian.
  • "Oh, I am so dreadfully sorry. Pirates."
  • JO continuing to test her inventions on "Paw Paw". Made even better by the fact that Paw clearly knows what's coming as soon as she brings it out.
    Paw: Oh God no! (BLAMO!!!)
  • Film Brain trying and completely failing to cheer up Luke.
  • Lupa asks Todd to be discreet. He replies that he's a ninja... only to knock loudly on the door while yelling "Hey! Linkara! Nostalgia Chick! Are you guys doing anything evil and/or suspicious in there?"
  • Mechakara and Seven of Eleven filling Todd in on the evil plan leads to this exchange:
    Seven of Eleven: We simply want to turn you into a mindless automaton bent on serving our will.
    Todd: And you're sure that's not a relationship?
  • The Critic asks Linkara, the Chick and Todd to come down so he can prove they haven't been compromised. All three say that everything's fine...when Todd is revealed to be dressed as RoboCop! And the Critic still doesn't suspect a thing.
    • Even better, right before this, the Critic says he's going to call three random people to make sure everything's okay. Of course, the "random" people turn out to be the exact three that are acting suspicious.
  • The following exchange when Obscurus Lupa and JewWario are scanning the computer logs:
    Obscurus Lupa: Whoa. Look at all the furry porn.
    Jew Wario: *starts frantically downscrolling* ...That must be Joe's.
    • Adding to the amusement is how utterly unfazed she is by this.
  • Sad Panda's medical expertise comes from watching House, so he thinks running dangerous tests that could kill someone is the best choice of action and hands out pain killers like Pez. As it turns out, this actually saves everyone on board the bridge in the next part due to Mechakara turning off the oxygen, their metabolisms slowed down.
  • Testing JO Ed and CR's Dream Interpreter... On Film Brain.
    Film Brain: Why do I have to do it?!
    CR: Well, what we need is a blank slate. An innocence, of sort. Someone whose brainwaves are so low—
    Film Brain: No.
    Sad Panda: Penicillin?
    Film Brain: No.
    Sad Panda: Peanuts?
    Film Brain: No.
    Film Brain: *panicked* VERY!!
    Sad Panda: That's nice! *flips the switch*
  • Mechakara's reaction to seeing Spoony's perception of Linkara:
    Mechakara: His voice is much more annoying than that. (everyone turns and stares) ...I mean, I don't sound like that! *waves his arms around awkwardly* Naaaaaa, naaaaa!
  • Film Brain finds Spoony's Super-Ego in shape of a man in a Speedo (referencing Sting's portrayal of Feyd-Rautha) inside Spoony's brain.
  • Spoony's perceptions of Linkara, the Critic and Angry Joe.
    • Angry Joe's reaction in particular was hilarious.
    Joe: Hey, I love my Momma!
  • The Critic and Film Brain having a heartfelt talk, the Critic sincerely expressing his worries again. Film Brain tries to comfort him by putting a hand on his shoulder.
    Critic: Don't go Brokeback on me.
  • When the crew first plugs Spoony into the Dream Amplifier:
    Critic: What do you think, doc?
    Sad Panda: Juno is overrated.
    Critic: I mean about Spoony.
    Sad Panda: Spoony would agree with me.
    Critic: I mean about his treatment.
    Sad Panda: Stop watching Juno!
    Critic: Will you forget about Juno?!
    Sad Panda: I am trying. But Best Screenwriter? Really?
  • When Nostalgia Critic asks CR and JesuOtaku how they came up with the dream machine.
    JesuOtaku: From the voices in our heads
    (Everyone looks at them weird, while CR looks nervous and embarrassed and JO is still in glee)
    Nostalgia Critic: I totally believe that.
  • This little exchange that seals Jo Ed as a walking Funny Moments.
    CR: So this is a Dream Amplifier.
    Critic: So what does it do?
    Critic: Thank you, Captain Obvious!
  • The Critic's increasing obliviousness to his crew being assimilated. First, we had Mechakara, who's really just Linkara with a glove and a vocal filter. Then, we had Seven of Eleven, who comes right out and admits that the "carbon unit known as Nostalgia Chick" is no more. And here, we top it off with Todd, who suddenly appears wearing a massive and hugely intricate Robocop costume. And no one notices.

    Part Six 
  • Todd finally removing his mask, and the horrified scream Seven of Eleven gives off is so loud, so shrill, and so powerful that it wakes everyone up and partially blasts Mechakara's face off.
  • JewWario fighting Mechakara while shirtless and waving a toy rapier, imitating Mr. Sulu in "The Naked Time", and failing epically.
    • Mechakara's casually punching him.
    • This is made even better by the knowledge that the only reason he never looks up at him because Linkara couldn't stop laughing at JewWario.
  • JewWario throws the thermal detonator...
    JewWario: Eat this!
    [first-person perspective of the thermal detonator flying towards Mechakara, who opens his mouth and proceeds to gulp it down]
    JewWario: Wow, he really did eat it...
  • Clod's Palpatine impression. You know, the "UNLIMITED POWAAAHHH!!" scene, and the reply from the Last Angry Geek as Mace Windu.
    "Cheesiest. Line. Ever!" *explodes*
  • The Critic seeing Mechakara's robotic face exposed.
    "I never did trust Linkara. What kind of freak reviews lamps?"
  • "Edward is in deep shit."
  • The Last Angry Geek confronts The Executor, the Executor, being the Big Bad, prepares for a climatic battle and pulls out his lightsaber. Geek disarms him with one hit. Executor stares at him for a few seconds before whipping out the lightning.
    • There's also The Executor Chewing the Scenery to ridiculous levels when he's being electrocuted, mugging as if there's no tomorrow.
    • Snob also questions him if The Executor was really responsible for everything that happened.
    Executor: Well, from a certain point of view, everythin— Yes."
  • The Executor randomly describing the party he'll give when he finishes his evil plot, down to the style of the cups while Snob stares in bewilderment.
  • "We've got bigger things on the brain. Brain? Brain...nOh good god!" With his expression staying exactly the same at the end.
  • The reason for Darth Snob's helmet:
    Snob: I still don't see why I have to wear this thing.
    Executor: I told you, you were burned,
    Snob: After you threw coffee in my face!
    Executor: To get rid of that mosquito.
    Snob: Which I didn't see.
    Executor: But I did.
    Snob: And couldn't find.
    Executor: Because it drowned in coffee.
    Snob: ...I'm starting to think you just wanted someone uglier around here.
  • Snob in the end as Darth Snob.
    "NOOOOOOOOO!!!" (later) "YEEEEEESS!!" (same Narmy tone at that)
  • Todd's reaction to Lupa telling him she'd go out with him if he broke free. The suspenseful music and zoom in and then he says:
    Todd: ...Really??

    Part Seven 
  • Oancitizen proves to be as much a teacher as Panda is a doctor
    Luke: (looking at the syringe he was just handed) Alex Proyosac, A lifetime of training in a single syringe. Is it safe?
    Oancitizen: (puts arm around Luke) I sure hope so. (jabs him)
  • The bad guys' "Hollywood coke party". It's Coca-Cola. Terl doesn't allow alcohol on the ship.
    • The minions [perking up when they think there will be a kegger, and their later pleading with Terl to take them with him as he decides to go and scour space for more "D-List Internet Reviewers".
    • "It's like a rave run by the Mormon Tabernacle Choir!"
  • When MarzGurl as The Major and Angry Joe as Naked Snake / Big Boss went into stealth mode. MarzGurl used a cloaking device that makes her invisible... Angry Joe used a cardboard box.
    Angry Joe: We're not retreating! You surrendered!
  • The Last Angry Geek's force ghost scaring Film Brain into a screaming fit, rocking back & forth in fetal position in the corner, revealing that Luke was his second choice to train in the ways of the Plot!
    • It's even funnier when you remember that Film Brain remembers that LAG was Cloak #1.
  • Darth Snob declaring his thoughts are clear. Like Pepsi. Crystal Pepsi.
    • And then his reaction when the Executor expresses his disgust at the idea of the drink.
  • "My master, I have brought you my apprentice." "Sure you did."
  • The climactic commotion aboard the USS Exit Strategy, with Phelous fighting off the Red Shirt curse!
  • Oancitizen sticking with his usual Couch Gag, reading an encyclopedia on Science-Fiction when he first shows up.
  • Darth Snob attempting to join in the conversation between Luke and the Executor.
    Luke: Your overconfidence is your weakness.
    The Executor: Your faith in the Internet is yours.
    Darth Snob: My hope that Crystal Pepsi will make a resurgence is mine.
    (Beat. Luke and the Executor both stare at Darth Snob.)
    Darth Snob: ...What? I feel like I had to contribute something.
  • The Nostalgia Chick calling off the relationship with Todd.
    Chick: Todd... I really don't think this is going to work out.
    Todd: I know.
    Chick: You know, you're really a nice guy.
    Todd: I know.
    Chick: And it's not you, it's me.
    Todd: I know.
  • The whole musical number "We're A Distraction".
    • Better when you realize that the decoys didn't come up with it. It's the Kryptonian top-rated single from 1983, Zod knows the words, and he requested it.
    • The Chick uses her cybernetic / borg enhancements to learn the song, complete with flashing eyes and floating heads-up display. Oancitizen is ... a little disturbed.
    Oancitizen: ...You should get that looked at.
    • Oancitizen as Non dancing to the music number. That is all.
    • The first time Oancitizen tries to join in and Zod steals his microphone, Oancitzen just stands there with his hands out for a few seconds; you can tell he's thinking "WTF just happened?"
    • The exchange after Oancitizen blows his and Nostalgia Chick's cover
    Zod: (to his men) Destroy that fantastic tenor!
    Chick: (on communicator) Time to go.
    Oancitizen: (mouthing as they are transported away) Fantastic?
    • The Nostalgia Chick giving Oancitizen a Dope Slap for messing things up.
  • The Critic's car has an Autobot insignia on its trunk.
  • Terl is on the verge of shooting down the Critic's space-car, when suddenly...
    Terl: (giggles) And now, Critic... REVENGE WILL BE MI— (is shot from offscreen, goes spinning out of control) OOOOOOH-HOO-HOO-HOO-HOOOOEEEYYY...!!!
  • Turrell's tantrum when he doesn't get his way about the party.
  • Kyle's Yoda laugh. He doesn't try to imitate the voice at all, and just delivers the "ee-hee-hee" completely flat.
  • The look on Zod's face after Joe and MarzGurl's sabotage leads to the mass-suicide of Zod's armada.
    Zod: What the hell just happened?!?!
    • We've seen Doug give that look before, at the giant rabbi in A Simple Wish.
    • "We'll assign blame to you later!"
  • Phelous' ever expanding title, which culminates in him being promoted to Jesus.
  • Nobody has any idea what a Bothan is, but many of them died to bring them this information.
  • "The control room is this way!" *brakka brakka brakka* "Detour!"
  • The paper used to illustrate the team's plan, with such gems as labeling Zod's and Turell's spaceship "meanies" and putting eyes on the plot hole, making it resemble a ghost, and labeling it "spooky plothole!".
  • JewWario looks excited when Phelous tells him to drive them into firing range... Then he immediately looks disappointed when Phelous tells him not to do another barrel roll.

    Part Eight 
  • "Snob?" "Yo." "Kill him." "'Kay."
  • "I can't even make toast!"
  • And this number:
    Luke: I am a critic, an artist! Like my father before me.
    Executor: Your father was an improv comedian on Canadian television.
    Executor: That wasn't exactly Citizen Kane, kid.
    Luke: Hey, that man did things with Richard Simmons that nobody else would do, and I'm just as brave!
  • "He did try to kill me. On the other hand, he does have a damn good dental plan."
    • "It's not like you can lift me, you're like five-foot-nothing."
  • "Once we have him on our side, we'll turn him to the next Tommy Wiseau."
  • "You cannot hide Luke, it's not that big of a room."
  • Ma-Ti's Flat "What" at Sage's entrance.
  • As the reviewers celebrate, Film Brain sees the force ghost of the Critic watching, à la Obi Wan at the end of Return of the Jedi before he's joined by Last Angry Geek... And then Hayden Christensen. The Critic and Last Angry Geek briefly look at Christensen, before shrugging and carrying on as if it makes sense.
  • "You know, for once, I got nothin'... sucks to be us!"
  • The Stinger:
    That SciFi Guy: Aww man... my landlord's gonna be pissed.
    • Followed by a stinger in the credits.
      Dedicated to the many bothans who died to make this movie possible.
  • After Dr. Insano gives this rousing speech about how they should live life in their nonsensical universe to the fullest, he's met with incredulity.
    Film Brain: So that's it, you hitched a ride here just to give us this giant plot dump?
    Insano: Well, there's that and... *whips out a gun* GIVE ME BACK MY STUFF!!!
    • Also funny is how the music swells at this bit:
    Luke: But I don't wanna live in a giant mistake!
    Insano: TOUGH SHIT, KID!
  • "I believe in Santa Christ! Wait..."
  • Upon their imminent destruction:
    Mechakara: To be...
    Zod: ...or not...
    • And a little before that:
    Mechakara: W-Where's the Executor..?
    Zod: *Pointing* He's there.... *Points to the other side* ... And there... *Points to the ceiling* ... And there... *Points at Terl's direction* And a little over there...
    Terl: *Wipes his sleeve* .. Ugh!
  • The entire credits reel in which the Executor tries out different Final Speeches with each shot.
    • And the ones he ends up going with:
    Executor: (As he looks up and sees a spaceship!house crashing down upon him) Oh, it's just as my fortune cookie predicted.
    • "I can't believe I didn't foresee this. *Holds his fingers to his forehead* Oh...wait...there it is. Crushed by a house. Still got it!
    • "Well, at least I'll go out looking gorgeous." and the smile he gives causes the whole crew to crack up.
    • "*smiles* Oh look. It's that plant in the corner. *Oh, Crap! face*"
  • JO Ed shows the blue prints for a new invention, and Paw takes off screaming
  • After JesuOtaku goes back to normal but they still want to build the last plans Ed did and ask Paw's help.
    Paw: Will you test them on me?
    CR No.
    Paw: Fascinating!
  • At the aftermath party, during Todd and Lupa's date, Lupa and Phelous start flirting while Todd isn't watching.
    • Also, JO calls Nash and invites him to watch Cowboy Bebop with her when she gets home. Only to channel Ed briefly...
    • The fact that, just like before, the "Coke Party" consist of people drinking Coca Cola (except for the Cinema Snob, who appears to be actually snorting cocaine.)
      • After he does, he invites shirtless 8-Bit Mickey to do a little private dance for him.
  • When preparing to do battle:
    Terl: Someone get me the complete works of Shakespeare, I've got some quoting to do!
    • Not to mention some of the quotes themselves.
      From smell's fart, I stab at thee!
      Pickle me, do I not laugh? Prick me, do I not Squee?
      Cry halibut and let slip the cods of war!
    • And then Mechakara beams in as he hams, and begins smashing Zod's head into the sofa in the background.
      • Plus, Zod has a pretty hilarious Oh, Crap! expression on his face when he sees Mechakara on the security feed (all while Turrell is too busy spouting off the aforementioned butchered Shakespeare quotes to notice).
  • "We're gonna need twenty confederate soldiers wearing zombie make-up and twenty-one women wearing nothing at all."
  • Cinema Snob seeing the aftermath of his Face-turn.
    Snob: God, did I bet on the right horse.
  • This. Just...this.
    Executor:"General Zod!"
  • The conversation between Doug and Critic is pretty serious, but it starts off funny with Doug trying very hard to ease the tension and trailing off when Critic doesn't give him any leeway.
    • On that note, what about the Critic putting down his own creator upon learning the plot hole was out of control.
    Critic:Okay, your story sucks.
    Doug: You suck!
  • As noted in the cast commentary, while Phelous is giving commands on the ship, there's a brief cut to Sad Panda waving his arms in the most hilarious way possible.
  • Kyle's precious look of "what the fuck am I looking at" when Santa Christ enters the field.
  • Darth Snob's reply to Luke when the latter tries to bring him back.
    Snob: It's too late for me Luke... (charges at Luke in a rage) Not after Transformers 3!

     DVD Extras 
  • The "How Would Your Character Die" featurette, in which everyone states how they imagine their character would be retired, and MarzGurl says she'd fall from a great height... And then proceeds to go into great detail about why it would be such an awesome death. It goes on long enough that disclaimers start appearing on the bottom, which become even horrified as they on.
  • The Blooper Reel
    • The Cinnamon Snob.
    • Angry Joe running in & dancing behind Zodd, Nostalgia Chick and Oancitizen, in the midst of performing "Distraction".
      • Followed by MarzGurl walking in & dragging him away, with Joe still dancing as he leaves.
    • Doug wearing a girly wig and impersonating Lindsay as The Nostalgia Chick, which eventually becomes him impersonating Miss Piggy
    • Doug quoting the bloopers from Rush Hour 2 when Rob calls him.
    • Jim Trokken failing to open the door to the "science lab".
  • The Bum Review
    • Chester's moments of Reality Subtext.
      • Noting how odd it is to be playing Spoony as Ma-Ti, since neither one is one the site anymore.
      • Having the Snob rebuke Clodd's proposal that he'd be able to make movies by pointing out that Brad had already made The Cinema Snob Movie and the revised proposal of "good movies" by pointing out the positive fan reaction. He's ultimately swayed by being told he can dress up like Darth Vader.
  • The alternate take of the Insano's reaction to the reviewers stealing all of his stuff, with the Nostalgia Chick running back in to steal one of the couch cushions.
  • The background for the DVD menu for the second disc? The potted plant.
  • Welshy's cameo in the "Making of" documentary.
    • Also from the "Making of" documentary, Singing Nazi Doilies

  • The teaser anticipating some Schedule Slip, declaring the release in "Summer...-ish."
    • And, indeed, they did manage to get the last episode out nine days before the first day of fall.
  • Diamanda Hagan's "Official Announcement" video of her loaning several Minions to Channel Awesome for use in the movie in exchange for nude pictures of The Nostalgia Chick... which she didn't get, prompting her to kill the director and replace him with "a puppet made of very lifelike string."
  • This fanmade video of the three main villains in the Critic's car. It has even been featured on Spoony's blog.

     Behind The Scenes 
  • Rob's descriptions of the cast nearly resorting to cannibalism on the set, including:
    Lewis staring at Rob while holding a fork and BBQ sauce.
    Matthew thinking Doug was a plate of Fish and Chips.
    Joe channeling his inner carnivore at the mention of bacon wrapped sausages. "I'm from Texas. You're speaking my language."
  • The "impromptu" performance of Elton John's "Rocket Man" by Linkara, Bennett, Kinley, Oancitizen, and Jim Troken with Todd in the Shadows on piano is both a Heartwarming Moment and a Tear Jerker at the same time, but the funny kicks in when Doug (Still dressed in his Nostalgia Critic duds) walks in and starts dancing.
    • In the middle of the song, Joe walks past the room, stops (as if noticing the singing for the first time), backs up, looks into the camera with a bemused "WTF?" expression, then walks back the way he came, shaking his head.
  • For some Crosses the Line Twice comedy, here's Phelous "finding" the Critic.
    • Then Phelous uploaded a video of 3 alternate gag endings. He DID help with some of the effects in the movie after all.
    • His first alternate ending: An obviously photoshopped Linkara saying (with Phelous's voice) "The site is mine now!"


Spoony (Solo)

  • Spoony explaining that his dog Oreo actually ate Turell, or more specifically his neck beard, forcing Spoony to spirit gum the halves together. And this is in fact the second character Oreo "killed" having eaten another costume for Chuckles the Fucking Jester at an earlier point in time.
  • He brings up an ad lib that he regrets was cut out, when Insano is describing the Plot Hole's effects: "The ending of Mass Effect 3 won't make any goddamn sense!"
  • Midway through Part 3, Oreo turns up with a squeaky toy and Spoony gets distracted.
  • From Part 5:
    Spoony: Beware my throat of doom! My throat will consume all!
    • Even funnier with the fact that even by the time he recorded the commentary, Noah still had no idea what that shot was referencing (Star Trek: The Motion Picture)
    • Doug looking over the 220-page script on-location... that he wrote... and muttering to himself that this may need to be a mini-series instead of a short movie. Spoony and others around him replied, "Nooo. Ya think!?"

Lewis' Cast Commentary

  • Brian's teasing at the Bedmate Reveal scene:
    Ladies, it's as sweet waking up next to Doug as you think it is.
  • Because Kyle only appears in a One-Scene Wonder part in section seven, a Running Gag formed among the cast that he also plays bit parts of everything from Brad's glasses, to JewWario's chest hair, to the very Earth itself...
    Oancitizen: Which actually means I disappear around part two.
  • Holly explained that she had to film in front of a green screen for her "intern in Snob's dream" scene, only to realize afterward that Doug had used the footage of her on top of a photo of a green screen.
  • Lewis begins explaining how he got the original script for the movie, only to be briefly side tracked by a scene of Turrell upside down during the opening credits.
  • Kyle recalls that he made Lindsay crack up when he ad-libbed "Please, my mother never loved me!" as they wrestle for the mic during "Distraction."
  • Kyle's Insufferable Genius moment — pointing out the use of Wagner over Sergei Eisenstein's anti-German propaganda film Alexander Nevsky.
    ""Brian:"" The crazy thing is, I'm pretty sure this is all off the top of his head.

Absentee Commentary

  • This gem from Diamanda Hagan's commentary comes at the Critic meeting Doug scene:
    “This bit is about to get really really hot.”
    “The wedding ring kind of ruins my fantasies.”
    “That’s what makes it naughty.”

Doug Commentary

  • Doug showing off that masochist side of his and detailing the lengths he went to get slapped for real. Elisa wanted to fake it and Ed Glazer tried to show them how, but instead of going that easier route, Doug begged his wife to be Elisa's hand double so he could get his fix.
  • All his shipping of Luke / Snob and Turrell / Zod.
  • His Take That! towards the people who complained about the Judge Dredd scene going on too long.

Rob Commentary

  • Rob explaining why MarzGurl wasn't dressed up as Mon Mothma during the battle planning scene in Part 7: Doug said that it, "doesn't make any sense."