SpongeBob and Patrick are at a Mermaid Man and Barnacle Boy fan club meeting, where they learn a new movie will be made based on the heroes played by younger actors. SpongeBob tells the people they must boycott the movie, but he and Patrick just get thrown out of the building. Instead, the boys go to Shady Shoals and tell Mermaid Man and Barnacle Boy that Drippy Brothers Studios is making a movie about them with new actors. The heroes find the news horrible. Patrick suggests they make their own movie. Everybody likes the idea.
After coming up with ideas at the Krusty Krab, SpongeBob and the crew (Sandy, Pearl, Mr. Krabs, Patrick, Squidward, Mermaid Man and Barnacle Boy) meet to make the movie. SpongeBob is in charge of the movie. Squidward, the makeup artist, prepares the actors for the movie. Sandy is in charge of using the dynamite for explosion scenes. Patrick's the cameraman. Mermaid Man and Barnacle Boy act. Mr. Krabs would cater the crew with Krabby Patties and Pearl was the leading lady. Plankton auditions for Manray, but can't have the part because the villain's not in the movie, so he works the microphone instead. Mermaid Man has trouble with one of his lines and it takes 5,003 takes to get it (almost) right.
A scene is filmed where Mermaid Man and Barnacle Boy ride their boat mobile (Pearl on wheels) to Kelp-Thing's hideout. Pearl is too heavy to pull, so the actors and the man pulling her speed off the mountain, crashing into the sets. Everything is destroyed, and there's no footage because Patrick filmed it with the lens cap on. SpongeBob goes berserk knowing the movie's ruined. Mermaid Man convinces him to finish the movie.
Mr. Krabs has a premiere night for SpongeBob's production in his restaurant, hoping to make a bundle from the movie. Members of the Mermaid Man and Barnacle Boy Fan Club do pay a lot of money on opening night, but only because the Drippy Bros. production is sold out, and they don't like it because it is poorly made. However, Mermaid Man is glad that SpongeBob proved he and Barnacle Boy had "action" left in their old bones.
- Running Gag: Sandy blowing dynamite whenever she hears the word "boom," even if she's not supposed to. Her running gag was just like Crazy Harry from The Muppet Show. Another Running Gag is whenever SpongeBob says "actors", a close-up of his mouth (which are Tom Kenny's lips) says the word.
- The camera lens is on after the crash, and they find out it was there the whole time, but as Patrick is filming, it's off.
- In some close-up scenes of SpongeBob, he appears more green than yellow.
- Drippy Brothers Studios is a parody of Warner Bros. Pictures, a division of Time Warner - ironically owners of Cartoon Network, a rival to Nickelodeon.
- The Patty Vault from Just One Bite appears in the final film.
- Mermaid Man gets a boom mike stuck in his mouth. Ironically John Kricfalusi had to redo a similar gag from a Ren and Stimpy episode only a decade before because Nick censors felt it looked too suggestive.
- The second music is from The Hudsocker Proxy.
- This episode is the basis of the video game SpongeBob SquarePants: Lights, Camera, Pants!
- The weenie (nerd) from No Weenies Allowed can be seen in this episode, but with a different voice.
- This is the only episode in the Mermaid Man and Barnacle Boy mini-series to have a title card that's different than the usual title card.
- Before being interrupted by SpongeBob opening the door to the retirement home, The fish calling out bingo numbers says A-23. There is no A in B-I-N-G-O.
- SpongeBob is entirely visible on the camera with his hand moving the car since he can't drive one in.
- Kelp Thing's strings are always visible on him.
- Sandy Cheeks is visibly seen in the same shot of Mermaidman screaming. Also, her same voice remains.
- Barnacleboy is nowhere to be found when Sandy kicks the Kelp Thing.
- Kelp Thing has no lips to say words.
- A word game: when the movie ended the word "fin" is shown, in the meaning of end, and a picture of a fin is shown in the background, in the meaning of a fish organ.
- The film at the climax of the episode is a parody of the James Bond film Goldfinger. In the film Goldfinger, the villain is trying to rob Fort Knox and all the gold in it. In the Mermaidman and Barnacleboy film, Kelp Thing, who is a parody of the Joker or a Yeerk from the novel series Animorphs, tries to rob Fort lox and all the Krabby Patties in it.
- Drippy Brothers Studios is a parody of Warner Bros. Studios.
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