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NOTE: This spoiler sent in by Naomi who says... "A very, very delightful movie – it had more depth than I expected, and was pretty touching."

The movie starts off with a young boy (Carl Fredricksen voiced by Ed Asner later in the film) at the theatre, watching a black and white documentary about a famous explorer called Charles Muntz (voiced by Christopher Plummer), who the boy idolizes. Muntz captains a blimp, and accompanied by some canine companions, he travels the world bringing back rare and exotic finds – many of them animals. The documentary goes on to show Muntz returning from one of his travels; his prize is the skeleton of large bird – never before documented by people. But while the public is awed at the find, scientists are skeptical, claiming that such an animal cannot exist. Muntz is humiliated and disgraced. He makes a public appearance, however, determined to prove that what he found actually did exist, and that he will return to where he found the skeleton, and will bring back a live specimen – or never return at all. He boards his blimp – called “The Spirit of Adventure” – with his dogs and leaves.

At the end of the documentary, we see Carl wearing his explorer goggles (similar to that of Muntz) walking down the sidewalk, holding a blue balloon, on which reads “The Spirit of Adventure”. He imagines that he is Muntz in his blimp, and he is traversing above large and mostly unchartered territory. As he wanders in his imagination, he passes a small, dilapidated house, and from within he can hear a child’s voice. The words are familiar to him, as they’re the words of Muntz the explorer. Carl ventures in and finds a kid in front of some windows, pretending that the house is a blimp – or some other airborne vessel, and that she is piloting it. Carl is appears to be a little surprised to find someone with similar interests when the little girl spots him, and asks him why he’s in her clubhouse. Carl jumps in shock and his blue balloon floats up towards the top of his house. He doesn’t really get much of an explanation in, as the girl asks him if he’s an explorer, assumes he is and then welcomes him into the club. She pins a grape soda bottle cap on his shirt as a badge, as he is awarded his membership. The girl’s name is Ellie, and she tells Carl that now they ought to go collect his balloon.

They go up the broken stairs and find his balloon in the corner of what used to be an attic. The trouble is that the only way to his balloon is to crawl over a shady looking plank of wood that appears to be liable to break at any time. Ellie pushes Carl forward, telling him to go get it – because this, of course, is what any decent adventurer would do. Carl steadies himself and starts to walk forward onto the plank, but quite predictably, the plank gives way and he falls down.

We then see Carl in his bed, a cast around his right arm. It’s nighttime and he’s reading a book about adventure when his blue balloon – tied to a small stick of wood – floats through his window and towards him. I’m a little fuzzy as to what happens next, but I believe that Ellie sneaks into his room through his bedroom window, and shares something with him that she hasn’t shared with anyone before. She shows him her book of adventures, with drawings of places she wants to go. One place that loves in particular is called Paradise Falls in Venezuela. She wants to go there and live right next to it. There is a particular page in the book on which is written “Stuff I’m Going To Do” once she gets to Paradise Falls. The following pages are blank. Problem is, she says, is that she has no way to travel there. Then she hits upon an idea that shares with Carl – they will both travel there together. She makes him cross his heart and promise that he will, and he does. Ellie leaves, and tells Carl that he doesn’t talk much, and she likes him. At this point, it’s pretty clear that Carl is smitten with her in a childlike innocent way.

Following that, we see pictures of the pair growing up. They get married and move into the house that Ellie had formerly used as their clubhouse when they were children. They fix it up together, and it looks much nicer and cozy. Carl sells balloons and food during his spare time. They do all sorts of things together – and when the pair decide to have children – they fix up one of the rooms in their house as a nursery. Sadly, we learn that they cannot have children, but they deal with the problem together and instead focus of traveling to different places. They paint a picture of Paradise Falls with their house situated next to it, in their living room. Unfortunately though, they cannot seem to afford such a trip, but try to nevertheless. They have a large glass bottle into which they try to put spare money into over the years, in order to pay for their trip. But unforeseen expenses pop up – car repairs, medical bills, home repairs...etc, and the money is almost always used to pay for those things. When Carl and Ellie are much older, we see Carl watching Ellie sweeping up the living room, and he seems sad; recognizing that he wasn’t able to take her to where she wanted to go. But now he’s determined to go on that trip with her, so he secretly goes to a travel agent and buys two tickets to South America. Intending to surprise her with them, he takes her on a picnic. But as the pair climb up the hill, Ellie falls behind and stumbles. We then see her in hospital, with Carl by her side, holding her hand as she strokes his face. The next scene is particularly sad – Carl is sitting by her coffin at the end of her funeral, with balloons on opposite sides of him.

We then cut to the present day, seeing Carl go about his daily routine. As he goes out to his front porch, we see his house surrounded by a large construction zone – plenty of high rise buildings coming up around him. We see what appear to be some corporate people (dressed in black suits with hard hats) supervising something or the other, and it’s quite obvious that Carl’s little house is in the way of their “progress”. When Carl returns indoors, there is a knock on his door and he opens it to see a small boy in what looks like a boy scout’s uniform. He addresses Carl as he reads from some kind of manual, introducing himself and offering to assist Carl in anything he needs. Carl grumpily says there’s nothing he needs and shuts the door. But the boy, his name is Russell (voiced by Jordan Nagai), is very persistent. He knocks again and repeats his introduction, telling Carl that he is a wilderness explorer (giving Carl a listen to Russell’s wilderness call). Finally Carl gives in, and devises a way in which to get rid of Russell. He fabricates a story that a bird – known as a “Snipe” – has been ravaging his azaleas, and that being a very shrewd bird, it hasn’t been caught yet. Carl claims that the last place he saw it was two blocks down from his place. Russell is thrilled – he knows that on completing this task – he will earn the last badge he needs (one awarded for elderly assistance), and then he will become a senior explorer. He runs off to begin his assignment. Carl is relieved and shuts the door.

The next day, as Carl steps out of his house he sees some kind of steamroller (or something like it) drive too close to his house, almost knocking down the mailbox that he and Ellie had painted together. He’s aghast at this act – even though it was an accident – and runs towards the mailbox to try to fix it. The construction guy there is very apologetic and offers to fix the box for Carl, but Carl stubbornly hangs on to it, and ends up hitting the other gentleman on the head with his walker. The man falls to the ground, his head bleeding slightly, with the same people from corporate that Carl saw the previous day looking on. Carl runs into his house – unsure of what to do. Over the next couple of days, Carl receives a summons to the local courthouse, and it’s apparent that the company in charge of the construction just wants him out of the house, so that they can build over the property. The means to this end involve accusing Carl of being a public nuisance, and sadly, they get what they want.

The following morning, a pair of people from a retirement community known as Shady Oaks drive up to Carl’s house to pick him up. Carl answers the door and tells the men to take his luggage up to the van, and asks from a few minutes for him to say goodbye to the place. The men agree and comment on Carl’s lawn, which strangely, is littered about with gas tanks of some sort. Then suddenly, something large overshadows them, and we see hundreds of balloons spring up from somewhere on the roof of Carl’s house. The foundation creaks and groans, but finally gives way, and the house floats up towards the sky, with awed spectators and a triumphant Carl looking down from his window.

Carl, very satisfied with himself, sits down in his armchair contentedly. Suddenly, he hears one knock on his door. He dismisses it to his imaginings, but it happens a second time. He opens his front door and peers out. We see Russell, the wilderness explorer, on Carl’s front porch, petrified. Carl asks him what on earth he’s doing there, and Russell says that he thought he saw the Snipe (the imaginary bird Carl told him to look for) under Carl’s porch and followed it there. Russell asks Carl to let him in. Carl refuses and heads indoors. Seconds later, he relents and allows for the boy to come in.

Russell is entranced by how Carl is steering the house. He uses some bed sheets as sails, and uses them as rudders to control the direction in which the house travels. He talks and talks and talks, and Carl has grown weary of it. After a few hours, Russell has started talking about cumulus nimbus clouds (storm clouds), and frustrated with this excess of chatter, Carl turns his hearing aid off. Unfortunately, what Carl doesn’t realize is that Russell is trying to warn him of some treacherous-looking storm clouds up ahead, and that the house is steering right into them. Carl finally catches sight of them, and begins to try to direct the house away from them. But it’s a little too late, as the house tilts this way and that, with a lot of the furniture and belongings falling off their places. Carl, more intent on protecting the things important to him (such as pictures of Ellie and things that remind him of her), stops steering and begins running here and there, trying to keep these things safe. After the storm has passed, we see Carl – together with his trinkets – strapped to his couch, exhausted and asleep. Russell comes up to him and gently pokes him in the face a couple times. The older man awakes and asks Russell what happened. Russell tells him that he steered the house safely away from the storm, and took them to Venezuela. Carl asks how, and Russell says that he simply used the handheld GPS navigation system that his dad gave him. So enthused by his success, he accidentally tosses the GPS device out the window. Carl, in his own disbelief, tells Russell that they’re very likely still in America and that he will let his house down now so that Russell can get home.

As they let the house down, the pair come out onto the porch to see their surroundings enveloped in fog. They step off the porch and are pretty unsure as to where they are. Carl suspects that they’ve drifted into some unknown place, but doesn’t yet know whether they’re in South America or not. As the fog clears a little, we see that they’re precariously near the edge of a cliff, and so is the house. At the same time, the house starts to float upwards, and in the nick of time, Carl grabs onto the garden hose attached to the front of the house to keep it from floating away. Carl urges Russell to climb over him and up to the house so that Russell can then hoist him up. But Russell isn’t very good at climbing and slides back down. The fog breaks even more then, and then Carl gets a good idea of where they are. Up ahead in the distance is Paradise Falls. Frustrated and angry that they’re so close to their destination but unable to reach it, he comes to the idea that they can “walk” the house to where they want to go. He straps the garden hose to his back, and Russell ties some cord from his wilderness explorer equipment to the hose, and they both begin their trek to their destination.

Meanwhile, we see a trio of dogs (called Alpha, Beta and Gamma) chasing something big and fast through the jungle. They manage to corner the animal, but it somehow eludes the pair and runs off. The leader of the pack, Alpha, a Doberman Pinscher (who is able to talk with the use of a special collar), tells them that they will capture it sooner or later. His collar seems to be defective, and instead of an authoritative voice, Alpha speaks with the tone of a chipmunk.

As Carl and Russell walk through the jungle, Russell is growing tired, and wants a bathroom break. Carl grumpily consents – obviously unhappy that he’s stuck with the boy. After Russell has done his business, he catches sight of bird tracks on the ground. Convinced that these are tracks of the Snipe, he follows them, all the while calling to the bird: “Here, little Snipe...come out, little Snipe!” He gets a brief look at a red beak peering out from under some leaves, and tells the bird that he’s a friend to all the wild creatures. Russell offers the bird a bite of his chocolate, and we see the beak nibbling at it. As he coaxes the bird to come out, we see a very large creature tower over him. Cut to Carl waiting for Russell. As Russell emerges from the bushes, Carl has his back to him while untying the rope from a tree. Russell tells Carl that he has found the Snipe, and asks Carl whether the bird is tall, very colorful and whether it likes chocolate. Carl absently agrees, thinking that the boy is imagining things, but when he turns around he sees a large, colorful bird – something that looks like a cross between an ostrich and a peacock. The bird is very fond of Russell and, the boy has even given it a name – Kevin the Snipe. He wants to keep the bird, but Carl is adamant that they leave Kevin behind. But as they continue their trek, Russell slowly lures the bird along with them with bits of chocolate.

As they proceed, the fog reappears and in the distance, Carl thinks that he sees the silhouette of a man. He calls out, and is answered. Relieved to find another human being around, he walks towards the silhouette and disappointedly recognizes it to be two rock formations in the shape of a person. Then Russell says that he sees a rock in the shape of a dog, when the “rock” moves and bounds towards them. It is indeed a dog. Russell pets him, telling him to sit, shake and finally, speak. To which it says “hi there!” startling the both of them. They find out that the dog, who introduces himself as Dug, wears a collar (similar to what the other dogs were wearing) that allows for translation of what he is trying to say. Dug, not the brightest bulb in the box, is very loving and loyal – calling Carl his other master. He tells the pair that he – along with his pack – are searching for a bird – it’s a special mission that his master sent him on. On seeing Kevin, he is thrilled and begs the bird to be his prisoner, and has decided to follow the trio. Along the way, Carl tries to lose Kevin and Dug (he has a tennis ball attached to his walker, and he tells Dug to go fetch after throwing the ball), but is unsuccessful. Stuck with another unwanted companion on his journey, Carl resigns himself to this fate and traipses along with Russell, Kevin and Dug to his destination.

Meanwhile, the dogs Alpha, Beta and Gamma decide to check in with Dug (who is wearing a tracking device and a small camera on his collar). A happy Dug says that he has found the bird, to which there is some pretty solid proof – a video of Kevin – and that the bird is his prisoner. The other dogs also catch a glimpse of Russell, who they mistake to be some kind of “small mailman” (due to his scout uniform). Able to discern Dug’s location, the trio travel during the night to find him.

Come nightfall, everyone is sitting around a fire. Kevin and Dug are asleep, and Carl and Russell are eating their dinner. Here, Russell confesses to Carl that he is a wilderness explorer only in theory, and that he really has never had any practical experience. He tells Carl that his father is not around much anymore, and that he misses some of the things they used to do (like eating ice cream and counting cars). He then tells Carl that he doesn’t want Dug to take Kevin prisoner, and they must do all that they can to protect him. Carl is not particularly enthusiastic about this, but when Russell asks him to cross his heart and promise that he will do this, Carl is reminded of Ellie, and agrees.

In the morning when they wake up, Kevin has disappeared, but Carl demands that they all continue their journey without him. As they walk on, they are suddenly stopped by Beta and Gamma, who walk into their path, growling. Alpha is also there, and immediately questions Dug as to the location of the bird. Dug doesn’t know, and is apologetic, but Alpha isn’t forgiving. He orders Russell and Carl to come with them to see their master. The pair are pretty reluctant, but when a large pack of dogs appear around them, they realize that they have no choice. They reach a huge cave formation, and from within it emerges a man, who apparently commands all the dogs escorting Carl and Russell. Carl is very surprised to learn that this old man is none other than Charles Muntz, the explorer he and Ellie idolized as kids. Expressing his delight, Carl and Russell are welcomed by Muntz, who tells the dogs that the pair are his guests, and not intruders any longer.

Muntz invites them to dine with him inside his blimp, and Carl and Russell tether their floating house onto some rocks nearby. We see that the dogs obediently assist Muntz with many things – including cooking dinner. As they eat, Muntz explains that he has spent years searching for an elusive bird – the creature that scientists had claimed never existed. He has trained his dogs to hunt it, but so far, he has been unsuccessful. The bird appears to live among a labyrinth of rocks, and Muntz is afraid to enter it, fearing that he will never come out. He had sent dogs in after it, but those who went in never did come back. As he tells his tale and shows the pair maps and drawings of the bird and its location, Russell, oblivious to the danger that Muntz threatens the bird with, blurts out that he had found a large bird a few days ago. He tells Muntz that Kevin has accompanied them on their journey up until this morning. Carl is alarmed now, and tries to subtly tell Russell to hush. Muntz is now very interested in this piece of news, and is convinced that Carl and Russell are not here just to settle down near Paradise Falls. He thinks they’re here to steal the bird. As he tells Carl that he doesn’t believe his story anymore, Carl catches a glimpse of Kevin outside, seated quite comfortably on the roof of his floating house. Unfortunately, Muntz sees this too, and is transfixed by the sight.

Carl uses this momentary distraction to run out of the blimp, dragging Russell behind him. During their escape Russell realizes that Kevin is in danger, and the pair call out to the bird to run. Kevin watches as Russell and Carl untie the ropes to the house around them and begin to run. Muntz’s dogs are now in hot pursuit. Kevin suddenly helps Carl and Russell out by putting them onto his back, running as fast as he can. The chase goes on through large caverns, and out into the open. At one point, Alpha gets a hold of one of Kevin’s legs, biting down on it hard. But Kevin shakes it free and continues to run. Then Dug, who has been shamed by his pack (he has been wearing the “cone of shame” which is none other than the plastic cone that dogs have to wear to prevent scratching), decides to help out the three and pushes rocks onto the dogs pursuing them. Alpha tosses him aside, though, but it’s clear that Kevin, Carl and Russell have a slight advantage now. They evade the dogs by leaping over a large chasm – with the aid of the house preventing their fall) – and some of the pursuing dogs fall down into a river below. They give up the chase.

Exhausted, Carl and Russell stop to catch their breath. They realize then that Kevin is injured, and unable to walk. Suddenly, they hear similar calls that Kevin makes, except it’s coming from the labyrinth of rocks that Muntz had mentioned before. They recognize that those are babies calling out to their mum, who is none other than Kevin. They now understand that it’s imperative that Kevin be returned to her babies, or else they’ll starve and die. They forget their own problems, and with the aid of Dug who has now rejoined them, they start to make their way towards the location of Kevin’s children. Along the way, in the evening, as they near their destination, bright lights shine overhead of them and they see Muntz blimp. He has found them using the tracking device on Dug’s collar. He throws a net down, which falls over Kevin, trapping him. Carl and Russell try desperately to cut Kevin out of the net, but then Muntz appears on the ground begins to set fire to Carl’s house – which is now only a few feet away from the ground. Carl is distraught, and forgetting Kevin’s plight entirely, he tries to extinguish the flames consuming his home. Meanwhile, Muntz has successfully captured Kevin, brings him on board his blimp and flies away.

Dawn comes and Russell is upset and disappointed in Carl. His house his safe and on the ground now, but he has broken his promise to Russell. Russell gives Carl his scarf with his earned badges on it, saying that he doesn’t want it anymore. Carl grows very angry and shouts that he didn’t ask for this; all he wanted to come down here and reside peacefully in his own house that he and Ellie built. He storms in and sits in his armchair. He opens Ellie’s book of adventures, and stares sadly at the page that she showed him so many years ago: “Stuff I’m Going To Do”. He turns the page, expecting blank pages, but to his surprise he sees pictures of himself and Ellie at various stages in his life. On the last page of the pasted pictures, he reads something that Ellie had written for him before she died: “Thanks for the adventure. Now go have a new one. Love, Ellie.”

Resolute and realizing what he has to do, he goes outside with the intent of telling Russell that they will now go rescue Kevin. But Kevin wasn’t idle; he has cut off some of the balloons, and with the aid of Carl’s leaf blower (as a steering device), he is going to rescue Kevin from Muntz.

Carl, worried for Russell, urgently tries to heave his home up off the ground, but it won’t budge; the helium in the balloons isn’t enough to get it up. He then rushes indoors and starts to throw his moveable furniture (including pictures of Ellie and such) out the door. As he does so, the house is becomes more lightweight, and it begins to rise.

In the meantime, Russell has managed to catch up with the blimp. He uses the leaf blower to orient himself towards a window on the side and climbs in. As he tries to make his way along the vessel to find the bird, Muntz’s dogs appear and capture him. Muntz ties Russell up to a chair, and leaves him on a ramp that he later opens. Unfortunately, they’re still in the air, so Russell begins to slide down the ramp and almost plummets down. At this instant, Carl appears, and he throws the garden hose as a lasso to tie his house to the blimp. Then he – along with Dug – use his walker to traverse along the hose towards Russell, saving him.

After having untied Russell, they make their way towards where Kevin is being held. But Muntz’s dogs are not far away and they soon discover the intruders. At this point, Dug makes a distraction, shutting the door on Carl and Russell, leaving him on the other side to face his former dog pack. Carl and Russell sneak in through an air vent into the room where Kevin is held. Unfortunately, there are several dogs there too. Coming up with an idea, Carl grabs a tennis ball attached to the end of his walking stick, and tosses the ball away from the dogs, whose instincts takes over and then begin to play fetch. This gives them the room and time to free Kevin, who they then begin to take back towards Carl’s house. During this time, Muntz is now in pursuit, and he manages to catch up to them. He faces Carl with a large sword in his collection. Trying to buy time, Carl allows Russell and Kevin to escape and challenges Muntz with his walker.

Muntz sends a few of his dogs out in small airplanes to give chase to the three should they get outside. Dug is fighting his own fight in the cockpit of the blimp too. He tries to evade Alpha, and in doing so crawls under the steering wheel of the blimp. In the process he loses his cone which becomes lodged in the steering wheel. During Dug’s dodging, he moves the steering wheel about – which causes the blimp to sway, allowing for Carl (who is fighting Muntz) to sidestep Muntz blows. He too, escapes for the moment, and follows behind Russell and Kevin. The blimp is now flying on its side – and Carl, Russell and Kevin have climbed out and are trying to get to the house. Russell and Kevin manage to get in, but Carl is slowed down by the sudden emergence of Muntz, who fires a few shots from his shotgun. The house is now almost on top of the blimp, allowing for Muntz to get onto it. He breaks down the front door and Carl watches helplessly through the window of the house as Russell and Kevin try to escape. Then suddenly, he pulls out the chocolate that Russell had used to lure Kevin out, and shows it to Kevin who immediately spots and recognizes it. Kevin, with Russell on his back, leaps through the window to get the chocolate and evades Muntz’s clutches again. Now while the bird and the boy are back on the blimp again, Carl tries to rescue his house, holding on the garden hose which is beginning to break off from its reel. Matters don’t help much as Muntz’s dogs in airplanes start firing on them. In the chaos, the house separates from the blimp, with Carl holding on the hose. He screams out to Russell using Russell’s wilderness call. Russell, determined to save his friend, peers out from a portion of the blimp and stares at the dogs, grabbing their attention. He then yells out “Squirrel!” The dogs immediately forget their objective and fly off helter skelter in opposite directions and crash into each other. Their planes destroyed, they eject and are saved by opening their parachutes.

At the same time, Alpha, trying to attack Dug, has managed to get his head stuck in the steering wheel of the blimp. Somehow Dug succeeds is placing the cone of shame around his neck as well, and points this out to the other dogs. Realizing that Alpha is no longer their leader, they turn to Dug, proclaiming him to be Alpha now.

Meanwhile, Carl gets back onto the blimp, and his house slips away from his grasp, along with the defeated Muntz. Russell worries for Carl’s home, but Carl acknowledges that it was just a house, and that he’s glad that they’re all safe and sound. As soon as they manage to land the blimp, they reunite Kevin with her babies and say their goodbyes to the bird.

Then we cut back to Russell and Carl back in the U.S. Russell is being awarded his final badge and is named a senior explorer. Russell’s dad is not there to pin it on him but Carl shows up; saying that Russell showed true courage – going above and beyond his duties. The pin that Carl gives Russell is the same one Ellie gave Carl back when they were kids. All of Muntz’s dogs are in attendance and they cheer Russell on. The final scenes show Carl and Russell (with Dug at their side) doing the things that Russell did with his own father, eating ice cream and counting the different colored cars. We get to see pictures of Carl taking Russell camping, and on various outings –each of the pictures pasted in Ellie’s book of adventures.


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