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A story of what happens when good animated film food.... goes bad. - Foodfight!'s tagline
Genre: Adventure
Directed By: Lawrence Kasanoff
Produced By: George Johnsen
Lawrence Kasanoff
Joshua Wexler
Written By: Lawrence Kasanoff
Joshua Wexler
Starring: Charlie Sheen
Wayne Brady
Hillary Duff
Eva Longoria
Larry Miller
Christopher Lloyd
Distributed By: Viva Pictures
Release Date: June 15, 2012 (United Kingdom)
May 7, 2013 (United States)
Runtime: 87 minutes
Country: United States
Language: English
Budget: $45–65 million
Box Office: $73,706

"Foodfight! is the worst thing in the history of anything ever. But at the same time, I couldn't help to be fascinated by how ungrateful and artless it is. "
I Hate Everything
"Final Verdict: Just to sum up the obvious, Foodfight! is an unfunny, inappropriate, insensitive, and aggravating piece of trash. It's a perfect example of why certain people should not be allowed to make movies."
Cynical Reviews
"This is awful! IT'S AWFUL! I'd much rather read the credits like I'm reading a memorial of all the poor people who gave their lives to this horribleness! All adding up to shit! $65 MILLION OF SHIT!!"
Nostalgia Critic

Foodfight! is a 2012 computer-animated adventure comedy film directed by Lawrence Kasanoff and produced by Threshold Entertainment. The film takes place in a supermarket which, after closing time, transforms into a city where all the citizens are personified and anthropomorphic well-known marketing icons.

The movie originally had a Christmas 2003 theatrical release; however, it was delayed, as the project had to start over with only what little remained since hard drives containing unfinished assets from the film were stolen (in what was quoted as an act of "industrial espionage") and that no backups were available (when they're actually deleted on purpose). It was released a decade later after being auctioned off and "finished" as quickly and cheaply as possible. Its state would lead it to become known as one of the worst animated movies of all time, and a serious contender for the title of outright worst.


After closing time, the supermarket of Marketropolis transforms into a city, in which the citizens are personified and anthropomorphic marketing icons, also known as "Ikes". After rescuing kittens from the Fat Cat Burglar, Dex Dogtective, a heroic cereal mascot, informs his friend Daredevil Dan, a chocolate squirrel, about his plan to propose to his girlfriend, Sunshine Goodness, a raisin mascot. While Dex and Sunshine are dating, Dan attempts to draw a picture of Dex proposing to Sunshine using the smoke exhaust from his plane but said plane crashes and Sunshine goes to ensure Dan's safety before Dex can propose. When Dan returns, Dex has no idea about the whereabouts of Sunshine.

Six months later, Brand X representative Mr. Clipboard arrives at Marketropolis to persuade Leonard, the store's manager, to stock products made by Brand X. There, he stomps onto a bag of potato chips, which becomes a topic of discussion within the Ike community. In his apartment, Dex is having a nightmare in which he is unable to find Sunshine and falls to his death just before Dan wakes him up; upon realizing that Dex had another nightmare about Sunshine, Dan tries to convince him to accept the fact that she is gone, but Dex is reluctant to do so, feeling like he has failed her. At Dex's club, the Copabanana, Dex is having a conversation with Kaptain Krispy, the Ike whose bag of potato chips was crushed; moments later, the seductive Brand X detergent Ike, Lady X, arrives, causing a commotion. When Krispy is suspicious of Lady X, Dan argues with him. When Krispy attacks Dan, a massive food fight breaks out between the other Ikes, but Dex orders everybody out of his club. Dan leaves with Lady X.

Lady X drops in on Dex in his apartment and attempts to seduce him. Upon hearing a scream from outside, Dex leaves his apartment, only to find a group of Ikes dead in the street; the death of an Ike causes their products to expire. Upon being asked to investigate, Dex is initially reluctant to do so until he is convinced that the currently missing Dan was there for him. Brand X products quickly replace prior products, and Dex begins to suspect Lady X, who attempts to bring him over to her side. When he refuses to do so, he is rendered unconscious. He awakens to discover that he is locked inside a dryer with Dan to be melted before the two manage to escape by using a sock. The two realize that Lady X and her forces are going to take over Marketropolis and later discover that Brand X contains an addictive and toxic ingredient.

When they attempt to initiate a recall on Leonard's computer, they discover that Sunshine and another brand, Priscilla Prusly's Genetically Giant Prunes, were recalled by Brand X. Dex and Dan send a message to recall all of Brand X's products, but not before the computer's power is cut by Lieutenant X, a subordinate of Lady X. With help from Vlad Chocool, Dex and Dan return to the city to rally the citizens of Marketropolis to engage in a massive food fight against the armies of Brand X. As part of a plan, the citizens create lightning rods out of tinfoil and put them on the top of their buildings while Cheasel T. Weasel goes to cut the power. When the power is cut, a lightning storm is summoned and destroys the Brand X fortresses, none of which have lightning rods.

Upon entering the main Brand X fortress, Dex discovers that Sunshine had been held hostage, right before being caught by Lady X, who orders Lieutenant X to execute them both and leaves him to it. When Sunshine is about to be executed, Dex disarms Lieutenant X of his weapon and causes him to fall onto the floor. Dex shoots a raisin from Sunshine from out of his mouth as it flies toward Lieutenant X's weapon and pushes it towards him, killing Lieutenant X. Dex rescues Sunshine and escapes the building with the help of Dan, but Mr. Clipboard enters the Ikes' world; he is subsequently taken down by Dex and his allies, who discover that he is a robot controlled by Lady X.

Lady X reveals that she had previously been Priscilla Prusly, the hideous Ike of Priscilla Prusly's Genetically Giant Prunes, an unsuccessful brand of prunes. After becoming jealous of Sunshine, she had them both recalled. She has received plastic surgery in Brazil and had been stealing Sunshine's essence to create Brand X. Lady X is about to overpower Dex in a fight, but she is defeated by Sunshine and is subsequently reverted to her true form — a hideous hunchbacked woman, much to everyone's shock and disgust. Priscilla is then taken to the expiration station to be disposed of. With Brand X defeated and a cure found that revives the deceased Ikes, Dex and Sunshine finally marry.


Lawrence Kasanoff and Joshua Wexler, an employee of Threshold Entertainment, Kasanoff's production company, created the concept in 1999. A $25 million joint investment into the project was made by Threshold and the Korean investment company Natural Image. The producers of the film expected that foreign pre-sales and loans against the sales would provide the remaining portion of the budget. The estimated remainder was $50 million.

The film was created and produced by the digital effects shop at Threshold, located in Santa Monica, California in the Los Angeles metropolitan area. In late 2002/early 2003, Kasanoff reported that hard drives containing unfinished assets from the film had been stolen in what he called an act of "industrial espionage". None of this footage or data has ever been found, with the only evidence of the original film even existing being an early trailer (though this could just be the remaining footage that wasn't stolen since the trailer contains shots from the finished film) and snippets of it appearing in other videos, particularly a promotional video for Threshold. This caused the animators to have to start from scratch.

The film was supposed to be animated with exaggerated use of "squash and stretch" to resemble the Looney Tunes shorts, but after production resumed in 2004, Kasanoff changed it to a style more centered in motion capture, with the result being that "he and animators were speaking two different languages".

Lionsgate established a distribution deal and the financing company StoryArk represented investors who gave $20 million in funding to Threshold in 2005 due to the Lionsgate deal, the celebrity voice actors (none of whom could get out of their contracts), and the product tie-ins (many of which, as it turned out, could). Its release date in 2005 was later announced but missed. Another distribution deal was struck in 2007, but again, nothing came of it. Lionsgate had a negative reaction to the delays. The investors had grown impatient due to the film production company defaulting on its secured promissory note and the release dates that were not met, and the film wasn't finished until late 2009. Finally, in 2011, the film was auctioned for $2.5 million. StoryArk investors had ultimately invoked a clause in their contract that allowed the Fireman's Fund Insurance Company, which had insured FoodFight!, to release the film as inexpensively and quickly as possible.

The film was quietly shoved onto DVD and finally released in 2012, although the film had a limited cinema release in the UK. Overall, the movie had a budget of $45-65 million.

In 2014, it was revealed in a Reddit post that the "hard drives" containing the film were never stolen but were actually in a vaulted server room and one of the people who had access to it deliberately deleted the film.[1]

Why It Goes Bad

  1. First and foremost, it is a $45-65 million film' with visuals that look worse than computer-generated animations from the 1980s and 1990s, with creepy character designs and absolutely terrible and atrociously bad animation. Not helping matters is the use of motion capture and Looney Tunes squash-and-stretch style of animation simultaneously, despite the two not blending well together.
    • At that point, the animation in the final product was a huge downgrade from the original files, most of which were stolen (actually deleted) and had to be remade from scratch.
    • The motion-capture arm acting and facial expressions are absolutely terrible, with rumors mentioning that the film was animated using 3ds Max and Maya (the truth wasn't much better, as the technology used had limitations that required the actor to stare directly at the capture equipment and not move their head). Particularly, when Doctor Si Nustrix is talking to Dex, you can see in the background that Dan looks like he's spazzing out; another instance is the fact that the soldiers in the Brand X army constantly appear to be throwing their hands around while marching.
    • So many animation errors and clipping objects.
    • The lip-syncing is completely off-track.
    • The designs for the characters look absolutely revolting, particularly the ones for the shopper lady, Mr. Clipboard, Daredevil Dan, the unnamed toddler and his mother, Kaptain Krispy, Brand X Lunch lady, Cheasel T. Weasel, and Sunshine Goodness. They are also downgraded from the original models.
      • Sunshine Goodness is supposed to represent the Sun-Maid Girl, but instead, she was designed to resemble a humanoid cat. She also has such bad eye contact with other characters to the point where it may take some time for a viewer to realize she isn't supposed to be blind.
      • Cheasel looks like he's made of feces.
      • The worst offender of a character design is Priscilla after being defeated by Sunshine Goodness. Even the characters were even disgusted on her form.
    • The splatter effects look like they were taken from a royalty-free effects site and always appear regardless of the type of food used, which is nonsensical, like how a tiny watermelon releases a huge explosion.
    • All of this makes this film feel a lot more like a bootleg film than a $45-65 million film, which is unacceptable for a film released in 2012.
  2. The color palette is over-saturated and is absolutely disgusting to look at.
  3. The sound-mixing and voice acting is mediocre, as the actors either phone in their performances, overact ridiculously, or both, clearly knowing that nobody was going to stop them.
  4. The antagonist faction of the film, Brand X, was portrayed as Nazis, which is just pure laziness, made worse with how blatant and on-the-nose the Nazi imagery is.
  5. Most of the intended brand advertisers pulled out when it became clear the film would be a disaster and were replaced with ersatz versions of brand icons. This appears to be a rather strange attempt at revenge.
  6. Most of the intended brand characters are not used or widely known outside the United States, which would have limited the film's international appeal in a scenario where it wasn't awful.
  7. The characters are either annoying, cringe-inducing, or both.
  8. Poor attempts at humor, with some coming off as cringe-worthy:
    • There is so much gross-out humor:
      • Dr. Nustrix sneezes and gets Dex covered in snot.
      • During the beginning, a frog king farts. This goes the same for a disgusting-looking cheese mascot, who farts at Lieutentant X.
    • Dex's constant food-related puns, with the most infamous example being "Let's strawberry jam out of here!" Other notable examples include "Time to banana-split out of my club!", "I don't think I can cut the mustard", "How the ho-hos can this be happening?", and "My problems are just a hill of coffee beans".
    • Other jokes in the film are poorly formulated, as it takes serious thought to even understand that they are jokes. One notable example is at the beginning of the film where Dex is dealing with a rat who is constantly referred to as "Fat Cat" aside from one instance where he is referred to as "Fat Cat Burglar", which only makes sense if the viewer connects it to the fact that he had stolen a basket of kittens.
  9. False advertising: On the DVD cover, the main characters are pushed to the lower-left corner and, instead, side characters are showcased; as a result, you would think that the aforementioned side characters are the main characters just by looking at the DVD cover. Also, two of the listed mascots, Chef Boyardee and Chiquita Banana, don't even appear in the film, with Chiquita being replaced by an Expy and Chef Boyardee being mentioned. Not helping is that the visuals on the DVD cover are better than in the actual film, which would deceive anyone looking at it.
    • The DVD cover, while slightly better than the actual film, is also a carbon copy of the box art of Over the Hedge.
    • The cast list is also dishonest, as the original characters are the ones with the most screen time, not the real-world mascots.
      • Another instance of false advertising is that Chester the Cheetah from Cheetos appears in the trailer (though the trailer is old and had better animation), yet he isn't in the final film
  10. Some scenes reference Gone with the Wind and Casablanca, respectively, which children would normally be unable to understand. It also plays out more as if the creators simply couldn't be bothered to come up with a scene of their own.
  11. A film intended to be about product placement becomes more than a little pointless since a majority of the product mascots in the film aren't real.
  12. Illogical scenes:
    • For one, the Ikes use lightning rods made of aluminum foil to divert lightning away from their own buildings and destroy Brand X's main fortress, but the realms of logic would dictate that the civilian buildings be destroyed since none of the lightning rods installed has copper wires that lead to a second rod buried in the ground. Just having the conductor on the roof would result in the lightning strike being transmitted throughout the building, possibly setting it ablaze.
    • Dex trips up Lieutenant X by literally pulling a rug from beneath him, yet Sunshine doesn't even move despite the chair she is tied to also being on top of that same rug. She also somehow manages to untie herself from the chair.
  13. The climactic battle of the film goes on for thirty minutes, consisting mostly of the food fight between the Ikes and the armies of Brand X, complete with constantly recycled shots.
  14. The basic premise doesn't work, since it isn't anything a child would have imagined. Something like "Where do the monsters in my closet live?" (Monsters, Inc.), "What do my toys do when I'm away?" (Toy Story), "Why do I have feelings and how do they work?" (Inside Out), "Do robots feel emotion, like love? (WALL-E), "What do superheroes do when they're not doing their daily life of crime-fighting?" (The Incredibles), or "What does Santa do when it isn't Christmas?" (The Santa Clause) is a solid question, but a premise that is essentially "What does Ronald McDonald do when McDonald's closes?" is not, because children know he was never there in the first place.
  15. The internal rules of the universe are extremely unclear, particularly with regards to where Ikes come from, what the relationship between Ike and product is, and what everyone is doing in this one specific supermarket. Obvious questions like what goes on in other supermarkets are never answered. Neither is it established how Lady X could have constructed a semi-functional robot man and created an entire range of Brand X products, aside from some vague mumbling about Sunshine Goodness' "essence".
  16. Bizarre uses of store-related terminology:
    • "Brand X" usually refers to a store brand product. Selling someone else's label is not really the same thing. The interaction between Mr. Clipboard and Leonard is also like how sellers of big-name branded products treat store brands (demanding certain numbers of facings of their products, even if it removes sections of the store's range entirely), not the other way around.
    • The death of an Ike is said to cause their product to "expire," but that would only work if the death of the Ike causes time to advance to the point of the expiration date, and all products of an entire brand will not have the same expiration date.
    • "Recalling" a product is also used as a way to remove an Ike from the store but recalls usually affect defective or contaminated batches of a product, not the brand associated with it.
    • Furthermore, one corporation cannot recall a product belonging to another corporation; they can only recall their own products.
  17. The film clearly knows nothing about animals; for example, Dex is seen eating raisins in several instances throughout the film, even though raisins are poisonous to dogs.
    • Additionally, in the opening of the film, Dex and Sunshine have a fancy dinner where the table is covered with grapes, a carton of milk, and ice cream with fudge topping, even though raisins and milk are also poisonous to cats as Sunshine is a humanoid cat.
  18. Some scenes have explicit sexual references, innuendos, and double-entendres that are just way too inappropriate for children. Sure, while some movies like Shrek have their own dirty humor, at least they didn't go too far with it. This movie, however, has loads of it....
    • During a scene where Daredevil Dan is flying his plane, he spots his love interest Sweet Cakes, and calls out to her from the air saying, "Nice package, how about some chocolate frosting?" Later on in the film, he laments about how he didn't get to play "Lick the Icing" with Sweet Cakes, obviously referencing sexual activity.
    • Lady X's basic design appears way too sexual and inappropriate for a children's film.
    • When Dex and Lady X are dancing, the latter tells the former that she wants to "scrub [his] bubbles", implying she wants to fondle Dex's testicles.
    • In that same dancing scene, Dex says to Lady X; "There's some stains you can never wash off", which is disturbingly referring to SEMEN!
    • At one point during the climactic battle, it looks as if a bunch of airplanes had been launched right out of Lady X's crotch, which is disturbing.
    • When Lieutenant X mentions violating curfew, he says he loves “anything to do with violation,” possibly referencing sexual assault.
    • There is a scene in the middle of the final fight between Dex and Lady X where Daredevil Dan asks, "Are those melons real?", upon noticing Lady X is about to throw a pair of watermelons at Dex while having them suspiciously positioned near her breasts; Dan is implied to be mistaking the watermelons for Lady X's breasts.
    • Before Lieutenant X dies, his last words are "I think I just wet myself. It feels rather nice...", obviously referencing an ejaculation.
    • Aside from all the sexual innuendos, there is even a drug reference in the form of a passing mention of "Dr. Feelgood", which is a slang term for heroine!
    • There are also highly inappropriate implications of bestiality in a children's movie!
      • Dex, a humanoid dog, is seen dancing with Lady X in one scene and sniffing her hair.
      • An alien lusts over Lady X in one scene. And while it wasn't exactly an "animal", it was still an example of unsettling and inappropriate interspecies romance.
  19. In several instances throughout the film, the film comes across as racist.
    • Several characters are racial stereotypes: particularly, Dr. Nustrix has stereotypical Jewish mannerisms, a stereotypical Jewish accent, and a gigantic nose; and Daredevil Dan is an African-American stereotype.
    • There is also a series of very off-color racist jokes related to Daredevil Dan being a chocolate mascot voiced by a black man.
  20. Larry Kasanoff had no experience as a director (although he was an experienced producer with True Lies, the strongest string to his bow) and knew very little about computer animation, leading to scenes being redone repeatedly.
    • Furthermore, as stated by YouTube critic AniMat during his discussion on the history of the film, Kasanoff being on a different book than the remainder of the crew and his lack of experience meant that he had no idea what he was doing. His decision to become the director was the triggering of nearly all the film's subsequent production problems.
  21. Some scenes in the film serve no purpose other than to pad out the runtime.

Redeeming Qualities

  1. The soundtrack and songs are decent. They're arguably the best part of the movie.
  2. The idea of having a whole roster of recognizable food brand mascots in one film was interesting and had potential, though this wasn’t executed well, and many of the mascots aren’t well-known outside of the United States.
  3. Dex Dogtective's design is decent, at least compared to most of the other characters.
  4. Mr. Clipboard is such a stupid character, yet so good at the same time.
  5. The original 2002 trailer, despite looking dated, has actually better CGI animation and looks much better than the final product.
  6. Jeff Bennett is decent as Lieutenant X. There are some other decent voice performances as well.
  7. Some scenes are so stupid they can be funny.
    • The same can be said about the Latin American dub, which is considered a "So Bad It's Good" due to the (presumably) effortless work behind it.



The Movie

Reviews and the Top 10


FoodFight! has been universally panned by critics, the internet, and audiences alike. It is often noted as "the worst animated film of all time" (yes, even more so than The Emoji Movie and Norm of the North), and even one of the worst films of all time due to the production, being chock-filled with innuendo, awful animation, and a terrible plot. It currently has a 0.9/5 on Letterboxd, 2.0/5 on Common Sense Media, 1.6/10 on IMDb and a 10% audience score on Rotten Tomatoes. Only 14% of the Google users liked the film. Not only that, it has only made $73,706 on a budget of $65 million, resulting in it being such a massive flop in the box office it may even be considered one of the biggest box office bombs in history.

One of the animators gave it a negative review on Amazon, and had this to say: "I actually worked on this movie for a bit. It was one of my first jobs in the industry and let me tell you, if you think it was a train wreck viewing, you should have seen how terrible it was to work on it. The sad truth is there were plenty of talented people working there. many of those people moved on to major studios in both film, TV, and games. The bottom line is the director, Larry Kasanoff is a talent-less, classless scumbag that should be banned from Hollywood until the end of time. All of the inappropriate innuendos are a direct product of his "creative hand". I cannot tell you how many times this moron derailed production with his brainless input. It literally has cost the studio millions of dollars. They eventually stepped in and removed him from the project. Unfortunately, that was a decade and millions of dollars late. I am so ashamed of this movie that I have completely left working there off of my resume. On behalf of the many artists that have had the dubious distinction of working on this dumpster fire, I apologize to all of humanity for our part in this."

External links