- Mr. Cat constantly abusing his friends despite how much they seem to care about him. In addition, he makes them call him "Mr. Cat" rather than using his first name, and in the French dub, they use vouvoiement, a formal form of address used to address adults or strangers, rather than tutoiement, the form of address used to address those who are close to you.
- Pretty is constantly mean to her sister, and Eugly simply takes all the abuse and does whatever Pretty says.
- Kaeloo hates Hulking Out because it hurts her friends, and even if the whole thing was somebody elses fault, she blames herself for it.
- Most of the characters' backstories.
- Quack Quack's involved his parents being killed by a hunter before he was hatched from an egg and then being experimented on by scientists.
- Olaf's is that he was kicked out by other penguins for marrying an ice cube.
- Mr. Cat's is pretty much unknown, but what has been revealed so far is that he was born into a Dysfunctional Family, was abused by his brothers to the point of having to run away from home, and had one or more people close to him die when he was young. It's so bad that the poor kid looks as if he's about to cry any time he mentions anything about his past.
- The whole show just gets harder to watch when you realize that the whole reason Mr. Cat does everything he can to make Kaeloo angry is that he actually has a crush on her. And his crush beats him up in almost every single episode.
- Mr. Cat's attempts to tell Kaeloo that he's in love with her always end in failure.
- "Sorry, kids, I never should have lost my temper". And it wasn't even her fault.
- Mr. Cat confesses to Kaeloo that he has a crush on her, but she blatantly ignores that and beats him up for using a swear word.
Lets Play Doctors and Nurses
- Stumpy gets horribly sick in this episode, and he keeps begging Kaeloo and Mr. Cat to help him. They callously ignore his pleas for help and leave him to fend for himself.
- Stumpy dies at the end of the episode. Mr. Cat and Kaeloo seemed to care for about five seconds before giving him the nonsensical diagnosis that his problem was that "he was a squirrel". After he dies, they continue acting as if nothing happened.
Let's Play at Reading Books
- Stumpy finds the entire collection of comic books featuring his favorite superhero, Mr. Coolskin. He decides to show the others. Nobody else has even heard of the series, to his disappointment. And then Bad Kaeloo burns all the comics right in front of Stumpy.
Lets Play Magicians
- Stumpy is absolutely devastated when he finds out that magic isnt real, and at one point he even tries to kill himself but fortunately fails.
Let's Play Cops and Robbers
- While he did deserve it for tormenting Quack Quack throughout the episode, you really can't help feeling sorry for Mr. Cat when he is beaten up for something he didn't even do.
Let's Play Simon Says
- Mr. Cat forces Kaeloo to give him all of her savings. Kaeloo looks like she's about to cry any moment, and pleads him to at least leave her a little bit of money, but he still callously takes her money away, and even makes a mean joke about her lisp.
- Later, Mr.Cat walks up to Quack Quack and forces him to remove his underwear: it turns out he's wearing a diaper under it. As [[Jerkass Mr.Cat]] cruelly laughs at him., Quack Quack lets out a downright anguished Skyward Scream. Fortunately, Kaeloo shows up to give him what for.
- Quack Quacks parents are revealed to have died before he was even hatched from his egg. In other words, he never got to know them. After he was hatched, he was taken to a laboratory and had weird experiments performed on him. These events traumatized the poor duck so badly that even in the present, mentioning anything about dead parents to Quack Quack makes him go into Troubled Fetal Position.
Lets Play TV News
- When Kaeloo finds out that Mr. Cat was right about people liking violence, she sits alone by herself and starts crying. Mr. Cat tries to comfort her, but she tells him she wants some time alone. The others continue to play games in the background while Kaeloo sadly sighs, clearly upset.
- Mr. Cat's speech to Kaeloo about how she can't change people, even if she wants to change them for the better.
Let's Play Hide 'N Hunt
- Mr. Cat threatens to shoot Stumpy unless Kaeloo transforms. Kaeloo decides not to, even though Stumpy is literally on his knees crying and begging her.
Lets Play Prince Charming
- Mr. Cat getting pushed away by Kaeloo each time he tries to kiss her. The second time, he pretends not to care, but is evidently feeling bitter about it.
Let's Play Danger Island Survivor
- Mr. Cat's reaction to Kaeloo calling Quack Quack her "best friend" is to drive a wedge between them and then put Quack Quack through a lot of pain. While this may seem like him being a jerkass as first, it becomes clear that his main motivation for doing it is jealousy that Kaeloo doesn't love him as much as she loves Quack Quack.
Lets Play House
- Kaeloo's overbearing, annoying behavior as a mom causes the "kids" to get fed up of their "parents" and leave home. Kaeloo seems to feel absolutely horrible about this. Mr. Cat genuinely doesn't seem to care about any of this. He just wants to have sex with Kaeloo, apparently. Or get rid of her to watch TV.
Lets Play Scaredy Cat
- The beginning of the episode can hit close to home for anyone who has ever been excluded from a fun activity.Mr. Cat: I hear youre playing Scaredy Cat without me... WHEN ITS MY FAVORITE GAME!
- Kaeloo seems to be genuinely worried for Stumpy when he goes into the forest, and regrets having made fun of him.
- Then theres Stumpy deciding that his "real friends" are a bunch of zombie yogurts and not Kaeloo, Quack Quack and Mr. Cat.
Lets Play Babysitting
- Each time Kaeloo asks Mr. Cat about his family and he answers, it's evident that it's hurting him a lot to have to talk about it.
- Mr. Cat mentions horrible aspects of his childhood to Kaeloo when she asks questions about him.Mr. Cat: As a kitten, I was tied up in a sack and thrown into a rushing river...
- In the French dub, it's mentioned that this happened right after he was born.
- Kaeloo and Mr. Cat finally seem to have fixed their Unresolved Sexual Tension, but then she transforms and beats him up. He lies to her that his Love Confession was a joke, for fear of being rejected. Kaeloo bawls her eyes out trying to apologize to him and attempts to explain that even she feels bad about it. He doesn't seem to be accepting it. Its difficult to tell which one of them to feel more sorry for.
Lets Play Spies
- The main cast, after being shot with Truth Serum, tell extremely miserable truths about themselves to the others.
- Kaeloo thinks Bad Kaeloo is ugly, and that "everybody likes little Kaeloo".
- Mr. Cat mentions his abusive brothers again, and then starts crying because he misses his mother. Its also implied that he has really bad body image issues.
- In the French dub, not only does he cry for his mother, but he even refers to her as "Môman" ("mommy") instead of the usual "Maman" ("mom") he uses. It certainly tugs at the heartstrings.
- Bad Kaeloo tries to give her friends a Bear Hug but ends up accidentally hurting them. The episode ends with them running away from her while she chases them around with tears in her eyes begging them to just let her hug them.
Lets Play the Quest for the Wholly Gruel
- Kaeloo says she's overjoyed at the prospect of being hit by a meteor. Mr. Cat can only stare at her in open-mouthed shock. At one point, Kaeloo even almost lets herself get hit, but Mr. Cat grabs her by the hand and drags her to safety.
Lets Play Golf
- This line by Mr. Cat about his family:
- Made worse by the fact that he apparently considers living with them better than living with his friends.
- Kaeloo notices that everyone else is playing very well and she's the only one who keeps failing. Believing that Second Place Is for Losers, she resorts to cheating.
- Kaeloo eventually gets caught, and everyone else starts chanting "You're a dirty cheater!" over and over again. She starts crying and transforms, and then she picks up a golf club... and hits herself on the head with it repeatedly to punish herself.
Lets Play Catch the Mailman
- Kaeloo receives a letter from somebody claiming to be a fan saying that she was extremely boring. By the time shes at the part where the letter says that even Mr. Cat is better than her, shes nearly in tears.
- It gets even worse when we find out that Mr. Cat wrote the letter. One of Kaeloos closest friends sent her that letter JUST so that he could make her angry.
Lets Play Grown Ups
- This episode implies that when the buddies grow up, they may not remember each other. However, it's possible the ending of the episode altered the future.
- Mr. Cat appears quite upset at the revelation that Stumpy no longer remembers who he is.
- When Stumpy grows up, he will apparently be homeless. He also apparently had to go to rehab to get over his gaming addiction.
- Bad Kaeloo will become the dominant form when Kaeloo grows up. What Kaeloo has been trying to prevent for years has finally happened.
Lets Play Art Class
- Stumpy blows his own head off with a bazooka due to misunderstanding something Mr. Cat said. Kaeloo is horrified and extremely upset by her friend's death, and she is shocked and extremely angered by Mr. Cat's reaction (i.e. gloating about the publicity this will get them if they use his corpse as an "art exhibit").
Lets Play Goodbye, Mr. Cat
- The buddies crying over Mr. Cats Disney Death, especially Stumpy's reaction:Stumpy: Don't abandon us, Mr. Cat! MR. CAT!
Lets Play Courtroom Drama
- Kaeloo deciding to leave Smileyland because she thinks shes too dangerous for her friends.
- Mr. Cats reaction to this. He tries to convince her not to leave and eventually confesses to the crime he was being tried for. The heartbroken, guilty look on his face sells it.
- And it gets even worse when it's revealed that the whole thing was a Wounded Gazelle Gambit by Kaeloo, who essentially used Mr. Cat's love for her against him. Mr. Cat makes it clear he's upset about what she did, more about the emotional manipulation than the beating itself, but Kaeloo doesn't seem to care at all, even when he decides to leave Smileyland.
Let's Play Driver's License
- More of a Fridge Tear Jerker: Mr. Cat's driver's license photo, taken when he was much younger, shows what appears to be a giant bruise on his face. The scene may be brief, but for however long that license is valid, Mr. Cat is essentially carrying around a reminder of what the Cat family did to him.
Lets Play Super Powers
- Stumpy finding out that he apparently isnt fit to be Mr. Coolskin at the end of the episode. The poor kid looks absolutely traumatized, and while his friends move on with their daily lives, he is stuck in a state of shock and despair.
Let's Play Astronauts
- In the French dub, Mr. Cat says he doesn't want to leave the Mirror Universe since he considers Mr. Duck, a psychopathic version of Quack Quack with his (Mr. Cat's) personality, to be a "real" friend.note The episode is later revealed to be All Just a Dream that Stumpy had. Does Stumpy think that Mr. Cat hates him and the others and considers them nuisances rather than friends?
- At the end of the episode, it is revealed that the events of the episode was All Just a Dream which Stumpy had, and he is narrating it to Kaeloo. Kaeloo figures that the dream signifies that Stumpy has a huge inferiority complex and needs some love. After this, Kaeloo, Quack Quack, and Mr. Cat do the most cruel thing possible: They PRANK THEIR INSECURE FRIEND, yes, really, using information from the dream.
- The thing that makes this so sad is that later in the series, we find out that most of Stumpy's insecurities and self-esteem issues actually stem from the way Kaeloo and Mr. Cat treat him all the time.
Lets Play Justice Masters
- Mr. Cat is revealed to be under extreme stress due to hanging out with his "buddies" all the time. They try to help him out, but wind up injuring him and causing him even more stress to the point where he's actually on the verge of tears.
Lets Play Streetball
- When Kaeloo sees all the cheating going on around her, she almost starts crying and asks the others if a simple game of basketball is too much to ask for.
- This episode reveals that the buddies will most certainly go to Hell when they die.
Lets Play Hot-Cold
- The first half of the episode involves Kaeloo trying to find a playmate, only to find out that everyone else is busy. She's obviously depressed when she realizes that she has to play by herself.
- Stumpy tries to kill himself when he realizes that he cant impress Ursula.Stumpy: URSULA!
Lets Play Once Upon a Time
- While it was Played for Laughs, the fact that Stumpys grandma is dead (and he thinks shes still alive and can read comic books he leaves near her grave).
- When Stumpy interrupts Kaeloo's bedtime story for the third time with his "dead grandma" thing, Kaeloo starts crying, curls up in bed in a Troubled Fetal Position, and asks Mr. Cat if he can tell the story instead.
Let's Play Tennis
- Usually, when Mr. Cat is beaten up or injured, he just laughs it off or sits there looking angry or bitter about it. In this episode, he ends up writhing in pain on the ground, and, in the French dub, whimpering, and appears hurt to the point where even Bad Kaeloo appears concerned.
Let's Play Guess Who
- The main four play "guess who" and Kaeloo says that anyone in Smileyland qualifies. Kaeloo picks "happiness" as her person. Mr. Cat tells Kaeloo that happiness doesn't qualify - not because it's not an actual person, but because he doesn't believe that happiness exists. While the English dub makes Kaeloo's reaction sound angry, the French dub makes it seem like she's horrified and extremely worried for Mr. Cat after hearing this.
Lets Play Tea Party
- The beginning of the episode. Kaeloo, full of joy and enthusiasm, is putting a lot of effort into decorating the room for a party. Then, her friends show up. Kaeloo is clearly happy to see them. But their reaction is the opposite of hers; Stumpy blatantly ignores her and asks for food, and Mr. Cat outright insults the decorations. The previously happy Kaeloo now has tears in her eyes.
- Kaeloo bursts into tears near the end of the episode because nobody will listen to her, and all she wanted was to have a nice tea party.
Lets Play Bye Bye, Yoghurt
- Quack Quack reacts to the yogurt's "death" as though it was a real person and is left depressed for most of the episode.
- Theres also a little exchange after Mr. Cat explains the concept of a funeral to Stumpy:
What if We Played at Riding Ponies?
- Alpha Bitch Pretty forcefully takes Kaeloos horse and gets a Karma Houdini at the end of the episode.
- Pretty makes fun of the pony for not being a unicorn ("Where the heck is your horn, huh? Loser!") and then shoots it in the head and kills it.
- Stumpy actually wins the horse race due to Mr. Cats interference, but his victory is cut short when he remembers that he bet all his money on Quack Quack winning.
- Even though Quack Quack is winning fairly, it's incredibly difficult not to feel extremely sorry for Mr. Cat, especially at the end of the episode. Kaeloo offers Mr. Cat a giant gift box and the latter is so touched that he actually starts crying because "luck has finally smiled upon him", only for it to turn out that Bad Kaeloo was hiding in the box so she could jump out and beat him up.
- Stumpy and Mr. Cat still haven't forgiven Kaeloo for the events of "Let's Play Golf".
- Eugly makes a dish for a cooking competition and presents it to Olaf, who is judging the competition. He disqualifies her, presumably due to her looks, without even trying her dish. Predictably, the poor girl starts crying.
- Eugly seems to be very sad about the prospect of Quack Quack marrying Pretty instead of her. And to make things worse, Pretty being a Jerkass calls her selfish.
- Mr. Cat, while drunk, implies that he thinks Kaeloo doesn't love him as much as she used to.
- Quack Quack winds up marrying Pretty despite Eugly, Stumpy and the bride and groom themselves being clearly against it.
- Everybody keeps laughing at the prospect of Eugly being a ballerina. At one point it leads to her assuming Troubled Fetal Position and crying next to the stage.
- Kaeloo starts crying because the buddies have let down their fans. The other three actually look ashamed of themselves after she points it out.
- Interdimensional Kaeloo transforms from an emotional toad into a Stern Teacher frog. Her transformations are triggered not by anger or irritation, but instead when someone hugs or cuddles her. This probably means that nobody would be willing to give her a hug if she needed one, which is especially sad when you take into account that she seems to be a very sensitive individual.
- In a Throw the Dog a Bone moment, Stumpy is granted intelligence, only to have it taken away because he is apparently an actual Cosmic Plaything and smart Stumpy wasn't considered to be funny.
- Stumpy's death near the beginning of the episode. His friends are horrified, even Mr. Cat, and they hold a funeral for him.
- Mr. Cat attends Stumpy's funeral with a pickaxe slung over his shoulder, implying that he had to dig the grave himself.
- Stumpy's family isn't at the funeral, and given the amount of Parental Neglect he supposedly experiences, it's probably safe to assume that they didn't care enough to show up - assuming they even knew he died.
- Quack Quack ultimately choosing to leave his friends, implying that he cares about yogurt better than he cares about them. He even refuses to answer the phone when Kaeloo attempts to contact him. Kaeloo genuinely appears to be sad for what she accidentally did, and its too late to apologize... mitigated when she remembers that they still have the time machine from "Lets Play Time Travel."
- This one is kind of a Fridge Tear Jerker: At the end of the episode, Mr. Cat notes that changing the past can change the present, so he uses the time machine to go to the series pilot, apparently wanting to change something. He never reveals what he was going to change, but then you remember that at the end of the pilot he tried to confess his feelings to Kaeloo and it failed due to a misunderstanding...
- Mr. Cat makes a Love Confession to Kaeloo when he realizes that the meteor may kill them all. She reacts by jumping away from him and trying to stop the game. This was Played for Laughs, but still, it's sad to see Mr. Cat get rejected by Kaeloo like that.
- Worse still, it's implied that Kaeloo thought that his confession was part of the game and had no idea that he meant every word of it.
- Kaeloo feels genuinely horrible when she realizes that her actions have almost cost everybody their lives.
- Kaeloo's Heroic Sacrificeand everyone's reactions to it.
- Kaeloo waves goodbye to everyone with a sad smile on her face.
- Stumpy is actually crying.
- Even Pretty looks upset and worried.
- Mr. Cat has his back turned and is looking in the opposite direction; he can't even bear to watch this happen.
- In order to get attention from Mr. Cat, Pretty lies to him that she wants to commit suicide because of having a sister like Eugly... while Eugly was standing right there.
- Kaeloo and Mr. Cat, who are on Stumpy's team for the final round of the game, decide not to let him get the ball because they think he will make them lose. Stumpy just stands there looking more and more agitated as he sees everyone else laughing and having fun while he isn't allowed to play.
- Nobody seems to care about Stumpy sinking in quicksand until they realize that their supplies are in his backpack. He could've died, and they didn't care.
- Pretty's constant criticism of everybody else's bodies leads to Kaeloo being fairly upset.
- When Kaeloo thanks Mr. Cat for helping her get revenge on Pretty and hugs him, he pushes her away and asks her to pay him.
- Stumpy obviously loves Ursula very much, and her absence is clearly saddening him.
- Quack Quack believing Mr. Cats Blatant Lies shows that he apparently trusts him despite all the bad things hes done...and that trust has been betrayed.
- Mr. Cat ruins the Valentines Day party just because he wanted to get Kaeloo to be his date. And the worst part is, despite all the effort he put into it, Kaeloo winds up punching him instead of kissing him. So not only did Mr. Cat get his heart broken by Kaeloo, everyone else went through a massive amount of suffering for no reason at all.
- The Canned Laughter in the cast's fake sitcom keeps playing whenever Stumpy does anything at all, unless he's actually trying to be funny, in which case they don't. For example, the beginning features a scene where the characters open the door, say hello and then run across the sofas in a comical manner, with the laugh track playing each time they run. When Stumpy's turn arrives, he walks in through the door, and before he even does anything, the laugh track plays while he stares with a hurt expression on his face.
- Kaeloo forces Mr. Cat to see a psychotherapist so he can resolve whatever mental issues he has. The session takes a really long time, so Kaeloo gets bored and lies to Mr. Cat that he's "too twisted for the doctor to be able to do anything" and drags him away. The problem is, the therapy was actually working and he seemed to be getting better.
- Stumpy going as far as making a Deal with the Devil just so he could write a song for Ursula, only to have the song stolen and eventually destroyed.
- Stumpys dead grandma is mentioned again.
- At the end, we find out that Kaeloo was trying to lose on purpose so Stumpy could win for once in his life, and Mr. Cat ruined it.
- When Mr. Cat makes a joke about Kaeloo, she retaliates by making fun of him for having self-esteem issues... in front of everyone else.
- Worse still, this came after Episode 86. Just think about that.
- While it was Played for Laughs, Adele the flowers death, and Kaeloo's reaction.
- Stumpy apparently dies and is sent to Hell at the end of the episode.
- Why doesn't the magic work on Mr. Cat? According to Kaeloo, it's because he's "lost his inner child". Considering that Mr. Cat is only a preteen, this probably means that he was forced to grow up far too fast.
- The end of the episode reveals that most of the plot took place in Stumpy's head. That is to say, even in his imagination, everybody is still constantly making fun of him and not taking him seriously.
- At the beginning of the episode, Kaeloo's friends call Bad Kaeloo "brutal and primitive" as a compliment, but she feels sad about it.
- Kaeloo staying on in the video game because she can't transform, because "there, she's not a monster".
- Kaeloo replaces Stumpy, Quack Quack and Mr. Cat with three flowers during her Sanity Slippage. When they find out, they all look shocked, and Mr. Cat is absolutely enraged.
- Kaeloo refuses to come back home, putting obstacles in the others' way when they try to get her back, despite how much they want her to come back. She really is afraid that she'll hurt them.
- Kaeloo temporarily loses her ability to transform, to Mr. Cat's horror. The sheer amount of horror and despair Mr. Cat feels about not being able to see Bad Kaeloo can be heard in his voice.
- When Quack Quack accidentally creates a yogurt-filled planet instead of another version of Smileyland, he forgets to imagine Ursula into it, meaning she does not exist anymore. Stumpy tearfully refuses to be Quack Quack's friend anymore, and Kaeloo also refuses to forgive him for betraying her trust.
- When Mr. Cat's negative thoughts, personified as miniature versions of himself, are removed from his head and take physical forms, most of them are obsessed with torturing the others, money, and Kaeloo. But there's one who just wanders around while repeatedly saying that he's doomed, with a worried expression on his face.
- Mr. Cat's bad thoughts are really mean to each other, insulting, threatening and even outright attacking each other. One of them tells another one that he "doesn't matter", and the other one tells him he doesn't matter either and then kills him, suggesting that he didn't mean it as a joke. One of them outright screams that he's going to destroy the others and starts chasing them around with a chainsaw. The real Mr. Cat even tells one of the thoughts, who looks just like him, that it is ugly. At first, it may just seem like Mr. Cat being a jerkass as always, but in this case, he's technically doing it to himself, not someone else. Kaeloo might be right about Mr. Cat having self-esteem issues.
- When Mr. Cat tries to tell Kaeloo and Quack Quack that he isn't the bad guy, they blatantly refuse to believe him. Made even worse when Kaeloo decides to ignore everything he says "forever" (at least until she finds out that he isn't lying).
- Stumpy's song at the end, revealing that he is tired of everybody making fun of him all the time, and then trying to erase the other three's current versions from existence. He even has flashbacks to previous episodes where they did horrible things to him. Episodes that were once funny to watch just aren't funny anymore.The◊ looks◊ on the others' faces are clearly expressions of "My God, What Have I Done?".
Stumpy: I love you guys... you know that right? But wanting to be happy isn't a bad thought.
- The song's lyrics are even worse: yes, Stumpy could be a Jerkass, but behind all his flaws is a kid who just wants to be accepted by his peers for the way he is. Deep inside is an unhappy child who is tired of the abuse he gets. He even states that as much as he loves his friends, he merely wants to feel accepted and happy.
- When Kaeloo, Quack Quack and Mr. Cat are seemingly about to disappear forever, Kaeloo decides to Go Out with a Smile, and Quack Quack has his usual neutral expression, but Mr. Cat appears deeply upset and regretful.
- Stumpy and Quack Quack are caught robbing the bank, and Kaeloo is sad that she has to arrest them for it and starts crying.Kaeloo: I'm heartbroken, but I have to arrest you.
- Stumpy and Quack Quack get arrested, leaving Kaeloo and Mr. Cat alone together. A smiling Mr. Cat flirts with Kaeloo and attempts to ask her out on a dinner date. Due to a misunderstanding, she transforms and beats him up. As Mr. Cat is about to pass out, you can clearly see that he's still smiling.
- At the beginning of the episode, Stumpy and Quack Quack are playing video games. As usual, Quack Quack wins. Stumpy, angry about having been beaten, makes fun of Quack Quack for being unable to say anything but "Quack". Quack Quack is so upset by this that he actually starts crying. Stumpy continues to bully him until Kaeloo intervenes.
- Mr. Cat accuses Kaeloo of being a toad supremacist, causing her to freak out and feel incredibly guilty. Even worse, her friends don't seem to care; Quack Quack idly stands by, Mr. Cat seems proud of himself, and Stumpy tells Mr. Cat he admires him for "breaking" Kaeloo.
- Kaeloo goes on a rant about how she'll never talk to Mr. Cat again. Then, halfway through the rant, she slowly starts to change her mind and decides that maybe she can mime words to him, because technically she wouldn't be "speaking" to him. At the end, she turns her back towards him triumphantly. Mr. Cat ignores everything Kaeloo just said and asks her in a friendly voice if she would also like to get on the train. Kaeloo turns her head to look at him, and the audience can see that she's clearly been crying; Kaeloo is devastated at the mere idea of not being able to speak to Mr. Cat anymore.
- At the beginning of the episode, Stumpy references Bad Kaeloo's Hulk Speak and says that "even his little sister" can speak better. This results in an immediate detransformation and Kaeloo curling up in the corner of the room and crying.
- For the past two seasons, Kaeloo has beaten Mr. Cat up for telling her that she has a lisp, claiming that the reason for her beating was that she does not have a lisp and is angry at the suggestion that she has one. But in this episode, a miserable Kaeloo confesses to Mr. Cat that she has always known about the lisp... it's just that she doesn't like constantly being reminded that she has a Speech Impediment.
- Mr. Cat attempts to console a crying Bad Kaeloo by telling her that she's perfect just the way she is. Later on in the episode, Bad Kaeloo and Kaeloo get into a fight in their head, and Bad Kaeloo uses what Mr. Cat said as an argument that SHE is the better form. Kaeloo gets annoyed and starts disparaging Mr. Cat (who isn't present during the fight). There are two possibilities:
- Kaeloo has no faith in Mr. Cat and believes that his intentions were bad.
- Being the opposite of Bad Kaeloo, Kaeloo felt targeted by Mr. Cat praising Bad Kaeloo because she thinks that he finds Bad Kaeloo to be the superior form.
- Mr. Cat offhandedly mentions to Kaeloo that she doesn't look at him "the way she used to", a line he also said in Episode 60 while drunk.
- Kaeloo's song about the disregard with which people treat objects.
- Kaeloo starts to worry that the reason Quack Quack never laughs is that he secretly hates being friends with her, Stumpy, and Mr. Cat, and is bored of always hanging out with them.
- Stumpy misses Ursula a lot and her absence is clearly affecting him, to the point where he winds up requiring hospitalization. It can hit close to home for anyone who's ever been in a Long-Distance Relationship.
- Pretty panicking when the main four put embarrassing pictures of her on the internet. It's clear that her public image means a lot to her, and Stumpy is implied to have put (photoshopped) nudes of her online where anyone could see them. Pretty may have started the fight, but she doesn't deserve that.
- Pretty's attempt to humiliate Mr. Cat (on TV in front of an audience) is essentially her making fun of his sexual preferences. Mr. Cat's reaction to this strongly suggests that he has internalized biphobia. It's especially sad when you contrast this with the pilot, where he was openly bisexual and okay with it.
- Pretty launches her most vicious attack on Kaeloo by declaring to everyone on live TV that "she (Kaeloo) lives a life of lies, hidden under the guise of a sweet little frog while actually being an awful toad". Kaeloo looks especially vulnerable at this point.
- Mr. Cat mentions that he lost his chainsaw while traveling through one of the alternate dimensions. Given the emotional attachment he has previously shown to his chainsaw, its rather sad to think about.
- The main four are absolutely horrified at the prospect of losing their jobs. This applies in particular to Kaeloo and Mr. Cat, who are older and more mature than the other two and understand what the worst possible outcome could be. The looks on their faces when they're waiting to hear whether they've been re-hired or fired show how bad it really is for them.
- Mr. Cat and Quack Quack have a swordfight. Once Quack Quack knocks him down, Mr. Cat pulls out a bazooka and shoots him. Kaeloo then walks over to Quack Quack, who is lying on the ground, and asks him why he isn't moving. Mr. Cat tells her that Quack Quack should get up in about three secondsnote , but to his shock, it doesn't work. Realizing that Quack Quack is actually dead, a crying Stumpy lets out a Skyward Scream, Mr. Cat looks the most upset we've ever seen him in the entire series, and he and Kaeloo are both on the verge of tears. Fortunately, Quack Quack is revived later as a zombie, but still, it must have been absolutely horrible for his friends.
- Worse still, imagine the whole thing from Mr. Cat's point of view. According to himself, he's already had to deal with the loss of one or more loved ones. How would he feel about not only losing a friend, but also having been the cause of said friend's death?
- Kaeloo's made-up backstory is just as sad as it is funny: she had 134,667 siblings and her father wanted to give each and every one of them a hug. Unfortunately for poor Kaeloo, she was the youngest, and just as he was about to give her a hug, he died of old age.
- Mr. Cat tries to teach Stumpy how to make more money and then trick the squirrel into giving it to him using a technique that involves manipulating the public into pitying him and donating their money by telling a fake sad story. He uses Quack Quack as the example, and his story is so sad (in-universe) that even Quack Quack is traumatized, and he starts crying and sucking his thumb. Kaeloo then has to cuddle him to help him calm down.
- Stumpy tries to use the above technique to get money by narrating a fake (or possibly exaggerated) story on TV about how his sisters bullied him as a child. Quack Quack doesn't appear to care, and Kaeloo is angry because the story portrays her in a very negative light, but Mr. Cat, who is from a very abusive family and was bullied by his brothers as a child, seems upset by this story and looks as if he's about to cry.
- Mr. Cat decides to "help" Quack Quack stay awake by torturing him as usual. Kaeloo tells Mr. Cat that Quack Quack can manage perfectly fine and that the three of them "can manage perfectly fine without him". In most cases like this, Mr. Cat gets annoyed and/or makes sarcastic remarks, but in this instance, after hearing Kaeloo's harsh words, he steps back from her, appearing genuinely hurt.
- Apparently, Pretty is so mean to Eugly that she refuses to allow her to be in a good mood when she herself isn't, and when Kaeloo asks them to smile for a picture while Pretty is in a bad mood, Pretty flat out threatens to disown Eugly as her sister if she smiles.
- Olaf actually tries to be nice to everyone for once; unfortunately, everyone either ignores him or is mean to him, leading to him being in a bad mood and deciding that it isn't worth it to be nice to people after all.
- Kaeloo attempts to take a group photo with everyone smiling, but they're all upset for different reasonsnote except Kaeloo and Quack Quack. Upon seeing all the negativity around her, Kaeloo gets mad too, and the picture shows everyone looking sad/angry while Kaeloo transforms and yells at them.
- The episode's plot, when you look at it from the sheep's point of view. They seemed so eager to befriend all four main characters, but one of the four, Mr. Cat, hates the sheep and tries to kill them while constantly discriminating against them.
- Kaeloo thinks that the reason she didn't get an invite to Pretty's party, which literally everyone else in Smileyland was invited to, was that Pretty forgot to invite her, so she shows up at the party anyway. When she goes there, Pretty, under the watchful eyes of her guests, gives Kaeloo a really mean "The Reason You Suck" Speech, but whispers an apology to her when nobody is watching. The party guests, Kaeloo's own friends, watch Kaeloo getting emotionally hurt with joy and approval, the only exception being Mr. Cat, who is shocked and slightly worried.
- Pretty's situation isn't much better; she whispers an apology to Kaeloo when nobody is looking, and she seems to genuinely regret being mean to Kaeloo. The look on her face after Kaeloo leaves is gut-wrenching. She really is a Slave to PR.
- After all this, Mr. Cat leaves the party to check on Kaeloo. He finds her sitting alone in the forest. When he tries to talk to her, she bursts into tears and starts crying about how everyone hates her. He tries to be aloof, but in a matter of seconds, he's sitting next to her and patting her back in a comforting way, looking absolutely miserable about seeing his best friend in this situation.
- Unlike previous episodes, where Kaeloo simply sniffles a little bit and still keeps her calm when crying, this one has her full-on wailing and screaming in anguish.
- At the beginning of the episode, Stumpy is looking for someone to play with, but everybody refuses to play with him because they're all too busy doing their own things. The worst is Mr. Cat, who shoots Stumpy with a bazooka for bothering him, even though the reason he was "busy" was just that he was sunbathing outside.
- The Stumpy clones, along with Stumpy, bully Quack Quack and Eugly, who are on a date, until Eugly runs away crying so that they can hang out with Quack Quack.
- At the beginning of the episode, Kaeloo uses Brutal Honesty on her friends. She doesn't notice at first, but Mr. Cat points out to her that Stumpy and Quack Quack are crying because of what she said to them.
- Bad Kaeloo goes to her cousin Kevin's birthday party, and the rest of the main four follow her so they can spy on her. When Bad Kaeloo accidentally detransforms for a minute, her family starts making fun of her while she sits there looking miserable. Kevin also appears to feel sorry for her.
- Stumpy and Mr. Cat crash the party and start dancing to distract Kaeloo's relatives and get them to stop bullying her. While it works, she's too depressed about the whole incident to enjoy the party.
- The characters get a fan letter from a person who loves their show and explains why she loves all the characters. It's strongly implied that Mr. Cat wasn't even expecting to be included in the letter at all. Turns to Heartwarming when he finds out that he is.
- It was hinted at before that Kaeloo has low self-esteem, but in this episode, we see the true extent of those feelings. Now that Mr. Cat has stopped abusing Quack Quack, Kaeloo can't tell him to stop abusing Quack Quack, and now she feels completely useless. Even worse, it's clear that Mr. Cat no longer paying attention to her and having a new love interest is upsetting her.
- The end of the episode is one of the show's biggest Downer Endings. Stumpy screwed up the spell that was supposed to return Mr. Cat back to normal and made the soda can come to life, but now it's in love with Pretty, and Mr. Cat is screaming and crying and begging for the can to come back. Ursula is pissed off at Stumpy and refuses to speak to him. Eugly decides that she and Quack Quack are going on a break because she can't deal with his yogurt addiction anymore. Kaeloo, who is heavily implied to still be upset about Mr. Cat being in love with a soda can, cynically tells the audience that "love stories always end badly" and begins crying out of solidarity.
- Stumpy finishes the list of reasons why he prefers the company of his imaginary friends to the company of his real friends with "they never make fun of me, and they never get annoyed with me."
- Quack Quack spends the whole episode slowly going insane, all the while knowing that if they don't get outside in time he'll end up killing his loved ones, and the rest of the main four desperately try not to get attacked by their friend.
- The main four are participating in a writing contest. The prompt they are given is "what is your biggest dream"? Stumpy can't think of anything to write, because he doesn't have a "biggest dream" - neither his family nor the Crapsaccharine World around him has ever encouraged him to dream about anything.
- Kaeloo reveals her dream to be one where the main four live in Smileyland forever and enjoy every moment of their lives... only for Mr. Cat to disparage her, because he's come to see the usual routine where he makes her mad and she beats him up as a bonding ritual, and is shocked to see that that isn't part of her dream. It's one of the few times in the series where we see Mr. Cat actually feel sad about something. Kaeloo tries to assure him that she wasn't thinking of excluding him in any way, but repeatedly gets cut off by more accusations from him.Mr. Cat: Sadness! Heartbreak! After everything we've lived through together... even in your dreams, there isn't space for a little beating, or a fun punch, or a couple of loving slaps in the face?
- Mr. Cat says he doesn't believe in the magic of Christmas. While Kaeloo just looks pissed off, everyone else looks ready to cry because they think his life must be devoid of joy. Stumpy attempts to emulate Kaeloo, but it's clearly visible that he's quite saddened by this revelation.
- Kaeloo flirts with Mr. Cat with a big happy smile on her face. The latter's response is to talk about how he dreams about spending his future with... Bad Kaeloo. Kaeloo is gutted by his apparent disdain towards her "regular" self and spends what is left of the episode in a terrible mood.
- Karl mockingly asks Stumpy what a beautiful girl like Ursula is doing with someone like him and says Ursula can do better than that.
- Kaeloo's family watches the show all the time, and this apparently always ends with them berating her for "bringing shame to the family" by not conforming to the in-universe standards for how a toad should behave.
- Kaeloo tries to ease the tension between her friends and her cousins by suggesting that they all play a game together. Mr. Cat decides to leave because, as he angrily yells, he "didn't run away from his family all those years ago just so he could deal with the circus that is Kaeloo's family". After this little outburst, he slams the door behind him and the camera pans to a distraught, worried Kaeloo simply staring at the door, trying to process the results of Mr. Cat's trauma.
- While Mr. Cat is negotiating with the Amoral Attorneys to bail Kaeloo out of prison, Kaeloo, unaware that Mr. Cat is helping her and believing that she'll be stuck alone in that nightmare of a prison cell forever, prepares to hang herself.
- Kaeloo is shocked to learn that not only are Stumpy and Quack Quack suing her, but the flowers are too. During the hearings, one of the flowers repeatedly yells "Criminal!" at Kaeloo. Kaeloo is absolutely horrified by the accusations, and Mr. Cat is saddened by the idea of one of Kaeloo's beloved flowers saying such a thing to her in such a harsh manner.
- When Kaeloo is told that she has to pick between giving up two billion bucks (which she can't afford) or going to jail, Stumpy and Quack Quack are overjoyed that they'll be rich, and it's clear that they don't care if Kaeloo gets incarcerated. Not even Mr. Cat's desperate attempts to calm Kaeloo down bring her any solace.
- Kaeloo has a nightmare about what would happen if the show were more realistic. The scene which horrifies her so much that she wakes up is seeing Mr. Cat locked in a tiny kennel at an animal shelter and begging to be adopted.
- Mr. Cat sarcastically points out that if all the "cartoon stuff" was removed from Smileyland, Kaeloo wouldn't be able to transform and beat him up anymore, but Kaeloo actually takes this into consideration. The end result? Kaeloo transforms, Bad Kaeloo puts an arm around Mr. Cat and sadly says goodbye to him, and Kaeloo detransforms.
- It turns out that if the show were to ever get canceled, the main four would be left broke and starving.
- Stumpy's parents are so neglectful that they stopped even bothering to wish him a happy birthday ever since he was five. Stumpy is ten. That's five whole years!
- Stumpy, having been turned into an adult, decides to go see the world for himself and leave Smileyland because the place is "for kids". Kaeloo and Mr. Cat can only stare at him with looks of heartbroken shock. The scene cuts to Stumpy packing up his belongings and leaving.
- Pretty realizes that he was "the best of the worst" and she really will miss him when he's gone.
- Olaf is slumped over on the ground crying and claims that he has conjunctivitis.
- Stumpy says goodbye to the rest of the main four. When he asks Kaeloo to say "Hello, buddies!" so he can hear it one last time, Kaeloo manages to put on a watery smile and choke the words out before running up to Mr. Cat for comfort, throwing her arms around him, and literally screaming in anguish in a way that makes her crying in Episode 133 seem like nothing in comparison.
- While Kaeloo, Quack Quack, and Mr. Cat are greeted with cheers and a positive attitude by the audience, Stumpy is laughed at for tripping on the stage. Kaeloo even asks "Do we even need to introduce him to you?" The only person who cheers for Stumpy is his own mother, who happens to be among the viewers.
- Kaeloo tells the main four to explain their roles on the show to the audience. Stumpy begins to explain his passion for things he loves, only for Kaeloo to cut him off and loudly explain that his role on the show is "the idiot" and the audience mocks him while Kaeloo "surprises" him with a clip show she made of moments where Stumpy got hurt which were Played for Laughs, while he simply stares in shock. He then tries to show the audience the depth of his character, only for Kaeloo to cut him off again and push him away while moving to the next topic. Poor kid.
- The end results of the main four using the Big Book of Destiny:
Mr. Cat: Sorry, sweetheart, but no friend is worth 276 million bucks.
- Kaeloo finds out that her future self is a selfish, cold-hearted, power-hungry businesswoman whose only goal in life is to keep getting richer and richer, and is upset by how horrible her future self is.
- Stumpy finds out that the aftermath of the "panini world war" has resulted in him becoming a morbidly obese panini addict. This causes his present self to start stress-eating paninis, which puts him on the path to such a future.
- Quack Quack has no way of finding out who left him the postcard.
- Mr. Cat goes into the future to find out the results of a televised bingo game, returns to the present, and uses his findings to cheat and win the cash prize. Now that he's rich, he decides to leave Smileyland forever. He gives a half-hearted "apology" to Kaeloo - and only Kaeloo - for leaving her, hops onto a helicopter, and says goodbye to everyone without even bothering to turn around and look at them. The "panini world war" has stressed Stumpy out to the extent where he can't even think about anything but preventing the war, so he doesn't even process the gravity of Mr. Cat leaving. Quack Quack, who was already fairly upset, is even more embittered as a result of Mr. Cat's sudden abandonment. And Kaeloo? The poor thing is devastated to see Mr. Cat, the one person who was always by her side no matter what, abandon her in mere seconds.
(Mr. Cat gets on his new helicopter and leaves)
Kaeloo: Mr. Cat! You're not just going to leave like that, are you?
(voice cracking) What about us?
(crying) Your friends!
- Mr. Cat's antics get the main four sent to Hell, where everyone gets tortured in different ways. For Kaeloo, this means being made to play games with no rules; according to Kaeloo, there's no point in doing that. She winds up so depressed that she can't even get mad at Mr. Cat for getting them stuck there.
- Quack Quack has no problem with forcibly electrocuting Stumpy in order to keep the fridge running during a power outage. Mr. Cat is also impervious to this, as usual; all he does is take notes on the scientific procedures being used.
- In one of the stories, Mr. Cat and Stumpy decide to use Bad Kaeloo's Super Strength to remove the shells from nuts so they can eat them. In order to harness that Super Strength, though, they need to get Kaeloo to transform. How do they do this? By chasing her around and giving her graphic descriptions of the horrible things they'll do to Quack Quack if she doesn't comply while she runs around screaming.