Original subtitles

[music playing]

[theme music]

THEME SONG: Here we go again on the road till we stop

and then we'll shop.

So one, two, three, now, baby, here we go, go, go.

Here we go.

Here we go on a mission undercover

and we're in control.

Here we go.

Here we go.

We're Totally Spies so get on with the show.

Here we go.

Here we go.

Here we go.

[music playing]

[bell ringing]

So there's three seconds left on the clock and swoosh,

right through the net.

It was totally awesome, man. Then--

INTERCOM: Zachary Williams, please report

to the principal's office.

Busted, man.

You're in so much trouble.

Hey, no problemo.

The principal probably wants to put a statue of me in the gym.

[whistling]

No, no, no, no, oh, no!

[scary music]

[bell ringing]

Check it out, girls, the first annual Beverly Hills Youth

Spirit Awards is looking for contestants

who typify youthful enthusiasm, ambition, and optimism.

That is so you, Sammy.

I wish I could be a little more optimistic about what they're

serving for lunch today.

Fiber, riboflavin, and vitamins,

everything developing girls need to grow fit and healthy.

Ew.

I'm starting to think fit and healthy

is overrated, Mrs. Muckle.

Please tell me you're not thinking

of entering the contest that I'm going to win.

I have just as much chance as you, Mandy.

FYI, this award goes to someone

who best exhibits youthfulness.

You're better suited to enter the senior Olympics.

Hm.

Please, Mandy, Sam's got twice as much youthful youth as you.

Whatever.

I'm just trying to save her from total embarrassment.

After all, she's the one with gray hair.

Hm.

Gray hair?

Of course, if you get one, you're

sure to get another and another.

Yeah, right.

But I'm just going to check anyway.

I guess it's not so bad.

I mean, gray hair's distinguishing, right?

Totally.

I mean, what's the big deal?

It's just one great hair.

I can't believe I just said that.

You're right.

I'll just get rid of it.

Don't pluck it!

Five more will grow in its place!

I thought you said it was no big deal.

One hair is no big deal.

Five is an irreversible trend.

But I don't even want one gray hair.

Oh, now see what you've done, Clover.

You better tell her about our surprise.

Oh, yeah.

This will cheer you up, front row seats to the Happy Fun

Fellas concert on Friday night.

How did you get those?

That concert's been sold out for weeks.

Oh, it was easy.

The manager of the arena has a cousin who lives next door

to a guy who's best friends with a man who married

a childhood classmate of the mother of a guy I

know from the football.

I just flirted with him, and he got the tickets for me.

Wow, I guess it really is who you know.

Anyway, we can't go to the concert

if you're going to be crying about your hair, can we?

I guess not.

Thanks, Clover.

[woosh]

Ah!

Ah!

Ugh!

So glad you could breeze through, girls.

As if we had a choice.

Let's cut to the chase.

Oceanside Middle School is known for

its superior athletic programs.

Their teams have won state championships for years.

But suddenly, the teams are losing all their games.

Wow.

They don't look like they could win a knitting championship.

I want you girls to go undercover

and investigate this strange shift in the student

body of Oceanside.

Sam, you'll pose as a history teacher.

Alex, you'll be a gymnastics coach.

And Clover, you'll be a lunch lady.

As if!

Try again, Jerr.

I suppose you could always go undercover as a janitor

or a trigonometry teacher.

On second thought, where's my hair net?

Now, on to the gadgets.

Hoop earring communicators, expandable cable

bungee belts, Velcro band 3D body analyzer wristwatch--

[buzzing]

[laughter]

That tickles.

--and finally, DNA scanner sunglasses,

a butterfly laser emitting pendant,

and a multipurpose army knife.

You never know?

Jerry, how long will this job take?

We're going to a Happy Fun Fellas concert on Friday night.

Well, then, I guess we better get you started immediately.

Whoa!

Whoa!

This is ridiculous.

Who'd ever believe that I could pass as a lunch lady?

Hey, lunch lady what's on the menu today?

Agh!

[growling]

Ah!

Come on, let's take our undercover positions

before the rest of the kids show up.

Ugh.

[whistle]

OK, team, that was really slow.

Let's hit the showers.

All right, everybody out.

But we just started.

It's not like you worked up a sweat out there.

[beeping]

Wow, their DNA has been changed.

It's like they have the genetic traits of someone in their 80s.

[bell ringing]

OK, class, today we're going to learn about the Cold War.

I need a volunteer to be the Soviet Union.

[buzzing]

OK, then, I'll volunteer someone.

How about you, Theodore?

Oh, wonderful.

May I say it is indeed an honor and a privilege

to participate in such a lively classroom endeavor,

for it is often said-- - Bravo!

You go!

Stand over there.

I'm going to need some satellite nations.

Here, you be Yugoslavia.

How about you as Czechoslovakia.

Actually, everybody come up here and face the blackboard.

But why?

Oh, Because you're the Berlin Wall.

All right, everybody close your eyes to simulate nighttime.

You too, Theodore.

But I'm the Soviet Union.

You're taking a nap.

[snoring]

[buzzing]

[beeping]

Weird, glandular function slowing down.

Mental alertness dangerously low.

Small contusions on all their foreheads.

Energy and vitality levels, hm, not that bad.

OK, maybe I was wrong about that.

What will you have?

Prunes, please.

How about some ice cream or cake?

No, I'd better stick with the prunes.

How about you?

Prunes also please.

And if you have anything else that's easy to chew,

that would be great.

Easy to chew?

You've got a head full of strong teeth.

Yeah, those were the days.

Aw.

OK, is it me or are these kids about as lively as sloths.

Yeah, it's like they've all had

life-o-suction or something.

We've got to figure out who's behind all this.

Darned kids, leave nothing but messes everywhere they go,

snot-nosed good for nothings.

OK I think we just found our number one suspect.

Huh?

Look!

That teacher is turning a kid into a zombie.

Hey!

Ah!

Oh!

Oh no you don't.

What do you think you're doing?

Stopping you from stealing this innocent student's youth.

I was only showing the lad that he got

an A-plus on his science test.

I never got an A-plus before.

Gosh, thanks, Mrs. Killaher.

We are so sorry.

I don't recall seeing you at this school before.

Um, that's because we're part of the school

district's substitute gym teacher, history

teacher, lunch lady program.

[buzzing]

Yeah.

Oh!

Here's the copies you needed all coalated and alphabetized.

I also got you these to brighten up your room.

Thank you, Theodore.

They're beautiful.

You're a nice kid.

Why don't you go outside and play?

I would, but my friends are so boring.

They just sit around and talk about their aches and pains.

Don't you have anything else that needs to be done?

OK, how about distributing these memos

to all the classrooms?

Great, thanks.

Hm?

[gasp]

[creepy noise]

[gasp] [panting]

[creepy noise]

Ah!

No, please, don't!

Oh, a pep rally.

I love these school events.

They're so full of energy.

Thus the term, pep rally.

Theodore, what's the matter?

Guys, this is really serious.

Let's spread out and look for anyone suspicious.

As you all know, this weekend is Oceanside Junior

High School's homecoming game.

So let's all give a rousing cheer to the football team.

[applause]

Yay.

This is no pep rally.

It's a pep funeral.

What's weirder is that Principal

Smith doesn't notice that the kids are acting so strangely.

He either doesn't notice or he doesn't care.

Maybe it's because he knows why they're acting that way.

Let's see what Jerry can tell us about this guy.

Jerry, it's Alex.

Listen, we may be onto something.

Can you do some research on principal John Smith?

Certainly.

Here you go.

[beeping]

[printing noise]

It says that Smith was previously

a headmaster at Ravenswood Boys School in England,

but it seems he left under mysterious circumstances.

Looks like we're going on a field trip, girls.

[music playing]

Oh!

Wow, looks familiar, huh?

Just like the students at Oceanside.

[bell ringing]

Hm, lunch time.

Perfect for spy-mode, girls.

Yeah!

OK, let's see what we can find out about Smith.

Nothing in here.

What's this?

Uh-huh.

Ah!

Ugh.

That was really unexpected.

Whoa, if only I had a finger big enough

to wear that on a ring.

Weird.

This manuscript describes how youth can be

extracted from people's souls.

Hey, this guy looks really familiar.

Yeah, he looks like Principal Smith.

Except why is he in those ancient clothes?

Because Smith is 800 years old.

This is his journal.

There's entries dating back to the 13th century.

Somehow Smith must be stealing youth and administering it

to himself.

And I'd bet that jewel has something to do with it.

You mean Smith literally found a fountain of youth?

[boom]

Hey!

Oh!

It's the janitor!

And the teacher!

What are you doing here?

The The question is, what are you doing here?

Getting rid of you brats.

[fighting noises]

[gasp]

We can't let them get away! Ugh!

[beep]

Whoa!

Where'd they go?

Where'd Alex go?

Alex!

[beep]

[grunting]

- Ah! - Sammy!

[doink]

Ah!

[helicopter flying]

Where could they have taken Alex?

Look!

Alex!

Are you all right?

[gasp]

They drained her of youth!

Follow her!

Where did she go?

Ah!

Now we got ya!

[fighting noises]

I don't get it.

Why are you doing Smith's dirty work?

Give up, girls.

There's no escape.

I'm not sure how you discovered my little enterprise,

but you've made a terrible mistake.

We know you're stealing these kids' youth.

You will never get away with it.

On the contrary I have for centuries.

And this last big score will provide me with enough youth

to give me immortality.

What do you mean last big score?

I mean the Happy Fun Fellas concert.

You wouldn't dare!

If you touch a single hair on their precious heads,

I swear I'll open a heavy duty can of WOOHP

brand butt whoop on ya.

And miss one of the largest gatherings

of young people in years?

I think not.

Soon all that youth will be mine.

[grunting]

Open the windows.

The jewel of Sumatra.

Quite rare, only three in the world.

And I have them all.

When the sun strikes it, its rays

will disperse and pass through you, taking

your youth along with it.

We've got to get loose before that jewel

turns our brains into oatmeal.

[grunting]

I can't get my hands free.

This is awful.

I am too young to be old.

OK, try swinging back and forth.

Maybe I can untie your hands.

[grunting]

OK, I've got you.

Now if I can just cut your rope.

Hurry up, Sam!

The sun's almost hitting the jewel!

I'm doing my best.

Alex, can you give Sam a hand?

OK, right after my nap.

[snoring]

Alex!

Wake up!

Ah!

Ow!

OK, somebody's going to have to go lighter on the ice cream.

Um, Clover?

What?

You might want to close your eyes.

Why?

Wah!

That went well.

Come on, we've got to get to that concert

before it's too late.

[cheering]

Hey, Beverly Hills, are you ready to rock?

[music playing]

He could be anywhere.

Let's spread out.

Right.

I'll check back stage.

Alex, why don't you just sit here and enjoy the music?

[ringing]

Um--

Whoa.

[gasp]

Where do you think you're going?

I have to get back there and save the world.

I've heard some good ones in my day,

but nobody ever pulled that one on me.

But you have got--

Back you go, Missy.

[cheering]

Once the circuit is connected, the final assault will begin.

All ready.

This ought to slow him down.

Oh!

[labored breathing]

How did she get loose?

I guess I'll have to finish her off myself.

Ah!

Give it up, Smith.

You will never get away with this.

On the contrary, young lady.

I already have.

[buzz]

Hey, this isn't in the script.

[sigh]

[gasp]

Yes, that's it.

Give me all your precious youth.

[gasp]

Ah, With I wonder if--

Hey.

Sorry, I love your music.

Stop her!

Whoa!

[thud]

You could have at least fallen on her.

Where do you think you're going?

[fighting noises]

Class dismissed.

Out of my way.

[fighting noises]

Ah!

[gasp] Ah!

Ah!

Don't even think about it.

Your youth second waves are over.

[grunting]

Not so fast, Smith.

No!

[boom]

Was that part of our show?

[gasp] That's weird.

[all gasping]

Hey, I feel like myself again.

And not a second too soon.

I was starting to worry that we'd have to put

you into a retirement home.

Nice work, girls.

What happened to Smith?

We're not exactly sure.

This is all he left behind.

Odd.

I hope we've seen the last of him.

For his sake, I hope we have too.

OK, girls, I've been old long enough.

Let's dance!

[music playing]

[laughter]

Let's go, Jerry.

Go Jerry.

Go Jerry.

Woo! Woo!

Go Jerry.

I am so glad that's over with.

Yeah, no offense, Alex, but you didn't age too gracefully.

Speaking of not aging gracefully,

I guess I should withdraw from the youth spirit competition.

Who'd vote for a teenager with a gray hair.

Wait a second!

Your gray hair is gone!

I told you not to pluck it, Sam.

I didn't.

But I did wash my hair.

Oh, I am so lame, duh.

I was working on an art project using gray paint.

I'm not getting old and decrepit.

I'm just messy.

Put a sock in it.

They're just about to name me winner of the competition.

And the Youth Spirit Award goes to Mrs. Muckle.

Mrs. Muckle?

[cheering]

Ugh!

Mrs. Muckle has 50 years of volunteer work,

leadership in the orgphanage, an annual trip to Europe,

a series of gourmet cookbooks with all

the profits donated to help build that new kindergarten.

Congratulations, Mrs. Muckle.

You deserved to win.

It's not how old you are.

It's how you are being old.

Come on down, Mrs. Muckle and claim your prize,

a brand new wave slicer jet ski.

[humming]

It's OK, Sam.

There's always next year.

Or the year after that.

Or the next 50 years after that.

[laughter]

[music playing]