Per wiki policy, Spoilers Off applies here and all spoilers are unmarked. You Have Been Warned.
Yes, even a movie about a fat bald man who thinks he's a superhero can be utterly terrifying at times...
- Professor Poopypants' "cure" for two girls laughing: locking them in a cage. It may be Played for Laughs, but it's a bit jarring. From a real-life perspective, it would amount to a teacher punishing two students with abuse. And he didn't even know they were laughing at his name, just punished them for laughing.
- The appearance of the kids affected by the anti humor ray, and how it affects them.
- Heck, just Poopypants' plan in general! In Book 4, he just forced everyone to change their names so they'd be as silly as his. Here, he's trying to give the world the equivalent of a lobotomy. Brrrr...
- George and Harold succumbing to Poopypants' Anti-Humour ray. Doubles as a Tearjerker.
- Both boys have been resisting the effects until the mad scientist turns up the notch to the point where the ray is glowing red. While George is still resisting, albeit having an Unsmile on his face, Harold...not so much. How do we know effects are starting to overpower him? We see his eyes visibly droop.note And there's this line:Harold: George! I can't… smile anymore…!
- The aforementioned line implies that he is very well aware of what's going to happen to himself.
- What immediately follows is just as bad. George sees him starting to give way and tries to get him to snap out of it, but it's no use. Then Harold dips his head and passes out before raising it and revealing his Glowing Eyes. As we see him give up, it seems like he's not only looking at George but audience as well. note He even stares at the screen with a blank expression after losing his ability to laugh, which is pretty unsettling to look at.
- And if you look closely at when both boys succumb to the effects, their skin appears to turn bluenote , unlike the other kids.
- It's worth noting that earlier, Harold mentioned that if Poopypants destroyed his and George's sense of humour, it would result in a Death of Personality.
- Both boys have been resisting the effects until the mad scientist turns up the notch to the point where the ray is glowing red. While George is still resisting, albeit having an Unsmile on his face, Harold...not so much. How do we know effects are starting to overpower him? We see his eyes visibly droop.note And there's this line:
- And unlike the book he gets away with everything (Well, aside from being as small as an insect now, and probably being wanted by the Police for domestic terrorism, destruction of public property, attempted murder, assault, and more), also Melvin seems way too happy with this plan...
- Mr. Krupp's Slasher Smiles can be a bit unnerving. In one scene, George and Harold got literal chills when they saw him do one straight at them.
- Harold destroyed the Shrinking/Enlarging Ray, but Poopypants wasn't the only one that wasn't restored to normal size. It's never shown what became of the giant blue bird or the shrunken passerby.
- During the carnival scene, one girl is unintentionally sent skyward holding a bunch of balloons and is never seen again…
- The scene where the students get sugar highs is hilarious, but there's one kid shown lying down, seemingly convulsing and frothing at the mouth.
- We get another moment during the Carnival scene thanks to some good ol' Mood Whiplash. Specifically, the moment that it starts raining. Every other time in the movie, Krupp's anger is usually over the top and Played for Laughs... but not this time. Here, he is furious to the point of Tranquil Fury, and it is genuinely terrifying. Also, the boys can't even switch him back to Captain Underpants this time.Krupp: (after seeing the damage the carnival did to the school) What the-? (sees George and Harold, and immediately becomes angry with steam coming out of his ears) You! (as the boys futilely try to switch Krupp to Underpants) You two! Your friendship is no more!
- The bit where one of the Talking Toilets eats a man is unsettling in its own right.
- At first, it might seem that Professor Poopypants’ alternate plan for George and Harold after the Turbo Toilet 2000 is destroyed, which is to make them live in his pocket forever, seems harmless...until you realize where Professor Poopypants’ pockets are: on the back of his pants. If you put that fact into consideration as well as his weight, you can see why George and Harold feared that punishment: if Professor Poopypants sits down, they might get crushed to death.
- The fact that Professor Poopypants has tried several methods to remove the part of a child's brain responsible for laughter but learned that it's integral to survival, all but states that he's killed children in his madness.
