[theme music]
Looks like another
quiet night in the world
of high tech security.
Not a bad entrance
for a spy reject.
Hey, hold it right there.
Abort mission.
Abort.
Isn't college life the best?
Yeah, it is.
Not only do we have
a k*ller new pad,
but thanks to our totally
relaxed schedules,
we also have a ton of freedom.
So, what shall we do first?
Hit the beach?
Cruise the mini-mall?
Take in a freaky
student art flick?
I vote for all of the above.
Right after we check
out our new mailbox.
Hello, ladies?
How are you today?
[screams]
We were fine, dear, until
you scared the heck out of us.
What in the world
are you doing in there?
Ah, yes.
I'm here to collect this month's
payment for room and board.
Room and board?
What are you talking about?
I'm talking about
your penthouse suite.
You didn't think you were
staying there for free,
did you?
Well, yeah.
We thought it was like
a totally cool perk.
I'm afraid your perky
days are over, girls.
You have until the end
of the week to pay up.
After all, that's the way
it works in the real world.
Cheerio.
Wow.
Who knew college living came
with such a hefty price tag?
I hate to say it, but I think
we have to get part time--
Whoa!
No, don't say the J word.
Alex is right, Clover.
Unless we want to give
up our roomy room,
it's goodbye freedom.
Hello, jobs.
Sam, work the register.
Alex, swab the tables.
Clover, grab the beans.
Any questions?
Yeah, like when
do we get paid?
When you actually
do some work.
Now, get to it.
Hello.
Bossy taskmaster much?
Look on the bright side.
At least we get all the
free drinks we want.
Yeah, I'm sure our new
jobs won't be that bad.
I'll have a mini
gold milk latte
with a wheat germ infusion.
And I want it like pronto.
Mandy?
Ew.
What are you losers doing here?
Duh, we only transferred
Malla U so we could stay BFFs.
But the bigger question
is, why are you here?
Weren't you supposed to go to
some lame ski school in Aspen?
She like totally changed her
mind when she found out she
could hang with yours truly.
What?
Say hello to my cousin, Mindy.
And make that two gold
milk lattes, losers.
OK, now that's what I
call seriously disturbing.
I don't know about you
guys, but suddenly I'm
not feeling so good.
Sorry, Verge, but we're going
to have to leave work early.
But it's your first day.
Exactly why we shouldn't
overexert ourselves.
See you tomorrow.
Later, lame-os.
Uh, just when we thought
our Mandy days were behind us,
no we've got to deal
with two of her?
And like the second one has
a totally annoying accent.
If only we could
do some spying
and get our minds of
all this campus chaos.
Hey, check it out.
It's a new course
called espionage 101.
No way.
A class that actually
teaches you how to spy?
Well, considering
we're actual spies,
maybe we should sign
up and get an easy A.
Yeah, let's do it.
Huh, I wonder why
the class is being held
in such a strange location.
I'm sure it's just a gimmick.
You know, to give it a
more authentic spy feel.
Well, it's totally working.
The hairs on my neck are
in full on porcupine mode.
Maybe are easy
A won't be so easy
after all on account it looks
like our prof didn't show.
Perhaps you might
want to recheck
your facts, spy wannabe.
Huh?
Welcome to Espionage 101.
I'm Professor Fremont,
world renowned secret agent.
Now prepare for
your first lesson.
[gasp]
Excellent apprehension.
If I didn't know better, I'd
say you three were old hats
in the world of espionage.
Who, us?
Please.
We don't even know wear hats.
Yeah, we're like
total espionage newbies.
Still, I think you'd be the
perfect team for a little class
exercise I have planned.
Um, what kind of exercise?
We'll be recreating a famous
spy event from the past.
Are you in?
Yeah!
Wow.
This sure is a fancy schmansky
recreation, Professor.
Here, Mal, your tuition
dollars hard at work.
Now let's begin, shall we?
dubbed Operation Vulture,
a double agent breached
security at a compound
similar to this one and
still a lethal weapon
without being
detected, which is why
this is considered
the most impressive
undercover job ever ex*cuted,
So, where do we fit in?
You'll play the
infiltrators and attempt
to retrieve the weapon,
though I doubt you'll be as
successful as the real spy was.
I wouldn't be so
sure about that.
OK, girls, time to
ace this assignment.
Well, let's start
with a little workout.
Talk about realistic.
The prof sure didn't miss any
details in his recreation.
Freeze.
Look, he even hired actors
to play security guards.
Really good actors, too.
But not good enough.
Come on.
Oh, the old dangling
drainpipe routine.
Now all we got to
do is flip inside.
The fakey weapon must
be inside that crate.
But how do we get it
past those fakey guards?
I've got an idea.
Clover, you up for a
little wardrobe change?
You kidding?
I was born ready.
Careful, Professor Fremont
is watching us, remember?
Right.
Guess we're going to have to
do this the old fashioned way.
Here goes nothing.
Up there.
Uh, oh.
So much for the
stealthy approach.
OK, Alex, pull us up.
Sorry, but we're already
at maximum capacity.
This is too easy.
Professor F is really
going to have to step up
the effort on his recreations.
Tell me about it.
We barely even broke a sweat.
Whoa!
OK.
Time to put this diamond
to bed, a lead bed that is.
Hm.
Now, that's what I
call an A-plus effort.
Aren't you guys
so amped that we
nailed that mission last night?
Totally.
Missions are like way fun
when there's no pressure.
Only, wasn't it kind of weird
that Fremont seemed so happy
when we gave him the crate,
like he really believed there
was something valuable inside?
Well, he was probably just
stoked that to have three
students like us in his class.
Stop what you're doing and
put your hands in the air.
Rue much?
You said we had by the
end of the week to pay up.
Clover, something tells me
those aren't WOOHP agents.
You're right, Sam.
Let's bolt.
Not so fast, ladies.
Who are you and what
do you want with us?
I'm Mr. Franklin,
Dean of Students.
These government
agents are placing you
under arrest for stealing
the Inflatus Project.
The what?
What is what?
Don't play dim
with me, girlie.
Now where's the weapon?
Honestly, we don't know
what you're talking about.
Unless you're talking
about that crate
we fave Professor
Fremont last night.
Professor Who?
Professor Fremont, our
Espionage 101 teacher.
There's no such professor
or course at this university.
Now cuff them.
But, but you
have to believe us.
We're telling the truth.
Believe this.
You three are officially
finished at Malla U.
Finished?
We just got here.
What's all the commotion?
We're trying to
meditate and stuff.
Hey, what gives?
The fashion police finally
catch up to you losers?
I got dibs on that
super sweet dorm room.
No doubt.
I am completely stressing
about all of this.
Tell me about it.
The thought of Mandy
and her little crony
trying to weasel their
way into our fab new digs
makes me want to hurl.
Actually, Clover, I think
she was talking about us
getting arrested for stealing.
And the worst part is,
we didn't' even do it.
The more I think about
it, the more I'm starting
to think that maybe we did.
Sam, reality check.
We were doing a recreation, as a
designer impostor mission much?
Or maybe this was all
just an elaborate setup
to get us to steal a real
weapon for a fake professor.
Good point.
I mean, why would a world
renowned secret agent
be teaching a class at Maui U?
And if he's so renowned, why
haven't we heard of him before?
Because, we got
duped, which is
why we need to call Jerry ASAP.
Hey, where are you?
You're late for work.
The floor needs sweeping.
The scones need baking.
The foam needs frothing.
Um, hi, Virgil,
we're like really sick.
And we can't make
it to work today.
What?
Can't make it to work?
It's only your second
day on the job.
Sorry.
The doctor will be
here any second.
Gt to go.
Wow.
I hope he's not too mad.
Virgil seemed pretty hyper.
We can worry about that later.
Right now we'd
better dial WOOHP.
Hello, spies.
Ready to wire me the rent money?
Forget about that, Jerry.
We're in big trouble.
Oh, my.
Big trouble in the big house.
Don't move, girls, I'll
be there in a flash.
Don't move?
Where does he think
we're going to go?
[scream]
[coughing]
Wow.
You weren't kidding when you
said you'd be here in a flash,
Finally, the tool to help
me carry out my revenge.
Now, for a little test.
And then he was all
like, there's no Professor
Fremont at this university.
And we were all like,
uh, yeah there is.
And he was all like,
you're coming with us.
That's utterly remarkable.
That's not all
that remarkable.
According to WOOHP
records, Operation Vulture
never existed.
So we were actually just doing
Operation Sam, Clover, Alex.
It would appear so.
You'd better check this
Fremont character's background.
Looks like our world renowned
spy is really a spy reject.
Seems like no one wanted
him to be on their team.
He was turned down
by every respected
spy agency in the world.
Guess the F in Professor
F stands for failure.
So now the question
is, what exactly
did Fremont have us steal?
The Inflatus Project.
Dean Franklin mentioned that.
So what does this
Inflatus thingy inflate?
Anything it wants.
It was designed as a top
secret weapon with the capacity
to expand objects of
any mass to hundreds
of times their natural size.
Well, now we know
what was in the crate.
But what would Fremont want
with a weapon like that?
My guess?
He's planning on inflating
his seriously sagging ego.
Earthquake!
That was no earthquake.
Our terrestrial WOOHP sensors
have detected that the planet
has just expanded by 2%.
Which means Fremont's
using the device
we stole to enlarge the planet.
Awesome.
Does that meant the
beaches just got bigger?
Trust me, Clover, this
is not a good thing.
I've located the origin
of the disturbance.
Malibu University.
Then we better get
over there before he
pops Earth like a balloon.
You'll need some gadgets.
Take the self-propelling
exploding ink pen,
the ever expanding
bubble gum, and the keys
to the WOOHP jet, which is
equipped with [inaudible]..
Sweet.
The jet is for
official business
only, as in no joy
rides to Paris.
Good luck.
There's Fremont's cave.
Put her down, Alex.
Thanks to our affwaddies, we
didn't even get our hair wet.
Affwhatties?
Oh. sheesh.
I was just kidding.
Look.
The Inflatus machine
Jerry showed us.
And just as we thought,
Fremont gave it a test run.
No wonder you were so
adept at yesterday's mission.
My top spy students
are real spies.
You never told us
you had a PhD in phony.
Maybe you should change the
name of your class to Lying 101.
Or better yet, why don't you
take a nice long sabbatical
in the WOOHP Prison.
And abandon my revenge
mission to expand
the earth until it explodes?
No chance.
So you're willing
to destroy yourself
in order to get revenge.
Negative.
I will be carrying out
my plan from the safety
of the ultra high tech
spaceship I built.
Um.
Spaceship?
More like scrap ship.
So if you're a
professor or a spy
and you're definitely
not a space engineer,
what exactly can you do?
Acquire your assets.
Steal our jet?
You know, I would not get on
Jerry's bad side if I were you.
He's annoying enough when
your on his good side.
Don't worry.
Mr. Underachiever's plan
will never get that far.
Grr.
Sorry, rookie.
Class is still in session.
Whoa!
Look out!
How dare you turn a cute
sea creature against us?
Let us out now!
You'll be out of
your misery soon enough
if the effects of my
device don't get you
first, the rising tide will.
Over and out.
What do we do?
We can barely move
inside this shell.
Which makes me wonder
how clams don't
totally get claustrophobic.
I have my hand on the
ever-expanding bubble gum.
Clover, open your mouth.
OK, ew.
This gum tastes disgusting,
like Limburger cheese.
Whoa, guess Jer invented a new
flavor that only he would like.
Clover, there's
no time to waste.
Grossy flavor or not,
you got to keep chewing.
And besides,
I'm sure Jerry had
some high powered
toothpaste that will
get rid of your bad breath.
Eventually.
Fine.
But Jer owes me
a new toothbrush.
[pop]
Come on, girls,
let's get this faker.
Hm.
Grr.
Look.
Fremont attached the Inflatus
to the bottom of our jet.
And he's already
starting his lame plan.
[laser sounds]
Huh?
Look out!
Getting attacked by a rogue
forest, that's a first.
Ah!
Those spies are
good, but they're
no match for my mail
order spy training
and imaginary expertise.
[evil laugh]
Girls, the situation is dire.
You must stop the
Inflatus immediately
or the world will
explode in mere minutes.
Uh, don't you think we're
aware of the sitch, Jer?
[gasp]
Ow!
Hurray for
expanding skyscrapers.
Even Jer's hologram is annoying.
[laughing]
Oh, great.
As if things weren't
bad enough, now we have
to worry about getting singed.
Well, don't.
Because I've got just the
gadget to stop that beam,
the self-propelled
exploding ink pen.
[grunting]
Oh.
Can't say I didn't
see that one coming.
Let me try my penmanship.
Nice shot, Sammy.
No rival agent is going
to sabotage my mission.
Time for a little
spy versus spy.
Oh, no.
The Inflatus is inflating again.
And it's headed this way!
I've got an idea that will
shut Fremont down for good.
Follow me.
We're going to fight
back with donuts?
Exactly.
Let's go.
Oh!
[crash]
Who knew the WOOHP Jet
was vulnerable to a donut?
Jer better work on that.
[laughing]
Excellent work, girls.
Now that we've managed
to deflate the planet,
we should promptly return this
device to its rightful owners.
We'll take it back, Jer.
Since the dean booted
us from school,
we have plenty of
time on our hands.
You'll be pleased to know
that I've already smoothed
things over with your dean.
You can return to
Malla U immediately.
Awesome!
By smooth over,
why do I think you
mean WOOHP erased his memory?
Um, no comment.
But I will say that WOOHP
has officially erased
the rent on your penthouse.
Consider it my gift to you.
Yea!
Thanks, Jer.
Awesome!
That reminds me.
We better get back to
Malla U and make sure
Mandy and Mindy
haven't taken it over.
Get ready for
some butt kicking,
girls, because
we're not giving up
our posh pad without a fight.
[gasp]
Phew, looks like we got
all worked up over nothing.
Don't worry, Virg.
We're here now and
we're ready to work.
Oh, I'm not worried.
In fact, I've already
found replacements for you.
Uh, huh.
Gross.
Did you ladies have a get of
jail free card or something?
I can't believe you freaks
messed up such an awesome job,
free drinks rule.
Sorry.
But even if this gig kind
of stinks, it's ours.
Here, Virgil, we got
you a little present.
Little?
This is the biggest
bean I've ever seen.
You three are
officially rehired.
In that case, later lame-os.
Whoa!
[theme music]
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05x03 - Evil Professor
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The series focuses on the adventures of three teenage girls from Beverly Hills, California – Clover, Sam, and Alex – who live a double life as secret agents working for the World Organization of Human Protection (WOOHP).
The series focuses on the adventures of three teenage girls from Beverly Hills, California – Clover, Sam, and Alex – who live a double life as secret agents working for the World Organization of Human Protection (WOOHP).