CARL: I believe I made my position to your boss quite clear.
CONSTRUCTION FOREMAN TOM: You poured prune juice in his gas tank.
CARL: Yeah, that was good.
Carl may be old, but he’s still mischievous.
CARL: You in the suit! Yes, you! Take a bath, hippie!
Carl’s lack of a filter makes it easy for him to stand up to the suits who are trying to bulldoze his house. Sure, his references may be outdated, but who cares? Carl turned that house into a home with Ellie, and he’s going to fight for it.
CARL: Tell your boss he can have our house.
CONSTRUCTION FOREMAN TOM: Really?
CARL: When I'm dead!
Let’s be real: When you’re older than most caves, you’re not going to cave under pressure. From anybody. It’s worth noting that he refers to it as “our” house, too. Carl’s not just standing up for himself, he’s standing up for Ellie.
RUSSELL: Are you in need of any assistance today, sir?
RUSSELL: I could help you cross the street.
RUSSELL: I could help you cross your yard?
RUSSELL: I could help you cross your porch.
RUSSELL Well, I gotta help you cross something.
CARL: Uh, no, I’m doing fine.
One of Carl’s secret weapons is his old man stubbornness. He may be on his own since Ellie died, but he’s not helpless, and it’s uber-important that he retains that.
POLICE OFFICER EDITH: Sorry, Mr. Fredricksen. You don't seem like a public menace to me. Take this. The guys from Shady Oaks will be by to pick you up in the morning, okay?
For Carl, the greatest blow he could suffer would be to have his independence stripped from him, and that’s exactly what would happen if he started crashing at Shady Oaks. Losing your independence is a huge issue for all old folks.
CARL: Morning, gentlemen.
NURSE GEORGE: Good morning, Mr. Fredricksen. You ready to go?
CARL: Ready as I'll ever be. Would you do me a favor and take this?
[Carl hands A.J. a suitcase.]
Carl: I'll meet you at the van in just a minute. I, uh, wanna say one last goodbye to the old place.
NURSE GEORGE: Sure. Take all the time you need, sir.
[Carl slams his door shut.]
NURSE AJ: That's typical. He's probably going to the bathroom for the 80th time.
NURSE GEORGE: You think he'd take better care of his house.
[Carl’s house takes off, hitting their van and setting its alarm off. A.J. and George scream.]
CARL: Ah, ha ha ha! So long, boys! I'll send you a postcard from Paradise Falls!
A.J.’s joke about Carl’s old dude bladder may be lame, but it reflects society’s view of the elderly. Turns out the joke’s on A.J., though. Carl’s not going out like that. He’s going up instead, outsmarting those young whippersnappers on the ground.
CARL: Can't tell where we are.
RUSSELL: Oh, we're in South America, all right. It was a cinch with my Wilderness Explorer GPS.
CARL: GP what?
RUSSELL: My dad gave it to me; it shows exactly where we are on the planet. With this baby, we'll never be lost!
[Russell accidentally throws the GPS unit out the window]
This conversation is funny, but it highlights the unlikely partnership between Carl and Russell: In his old age, Carl isn’t exactly up-to-date on the latest tech; Russell, in his youth, is careless. These two need each other to get by.
CARL: Russell, if you don’t hurry up, the tigers will eat you.
RUSSELL: There’s no tigers in South America. Zoology.
While Up mostly resists the well-worn movie cliché of kids being smarter than adults—especially older adults—here Russell gets the upper hand.
RUSSELL: You know what, Mr. Fredricksen? The wilderness isn’t quite what I expected.
CARL: Yeah? How so?
RUSSELL: It’s kinda… wild. I mean, it’s not how they made it sound in my book.
CARL: Get used to that, kid.
Another one of Carl’s tools is the wisdom that comes with being ancient. He’s seen things, man.
MUNTZ: Any last words, Fredricksen? Come on, spit it out!
[Carl spits out his dentures]
Old guy fight! Up’s portrayal of age is truly unique. It doesn’t just feature an old man hero; it sports an old guy villain, too. Their battle may be partially played for laughs, as their backs creak and their joints pop, but it doesn’t mean these two old dudes can’t duke it out.
RUSSELL: Hi, Mr. Fredricksen! It's me, Russell! I found the snipe, and I followed it under your porch, but this snipe had a long tail, and looked more like a large mouse. Please let me in.
CARL: No. [Carl slams the door shut; Russell waits; Carl opens the door again]
CARL: Oh, all right.
It’s important to note that, at this point, Carl’s house is already airborne. Still, he initially resists letting Russell inside before the kid blows away. Slamming doors is his default mode.
CARL: Hey, let's play a game. It's called "See Who Can Be Quiet the Longest".
RUSSELL: Cool! My mom loves that game!
If you have siblings, you’ve probably played this game before. And, if you have older brothers and sisters, you probably lost. On purpose. Carl’s not used to the sounds of other people, particularly chatterboxes like Russell.
CARL: I am nobody's master, got it? [to Kevin and Dug] I don't want you here, and I don't want you here!
CARL: [to Russell] I'm stuck with you, but if you two don't clear out of here by the time I count to three...
DUG: A ball! Oh, boy! Oh, boy! A ball!
CARL: Ball? You want it, boy?
DUG: Oh! Oh! Oh! Oh!
CARL: Huh? Huh? Yeah? Yeah?
DUG: Yes, I do! I do so ever want the ball!
CARL: Go get it!
DUG: Oh, boy! Oh, boy! I will go get it and then bring it back!
CARL: Quick, Russell, give me some chocolate.
CARL: Just give it to me! Bird. Bird!
[Carl chucks the chocolate, and Kevin runs after it]
Is Carl impressed by a giant, exotic bird and a talking dog? Hardly. Carl just wants to be left alone.
CARL: I think that did the trick.
[Carl looks to his left and sees Dug]
DUG: Hi, Master.
[Carl turns to his right and Kevin squawks in his ear]
Here’s the thing: Carl may want to fly solo, but his companions aren’t about to let him lug that house to Paradise Falls alone. He’s surrounded by people and other creatures that want nothing more than to connect. In other words, Carl may not know what’s good for him, but his buddies sure do.
RUSSELL: Can I tell you a secret?
RUSSELL: All right, here goes. I never actually built a tent before. There, I said it.
CARL: You’ve been camping before, haven’t you?
RUSSELL: Well, never outside.
CARL: Well, why didn’t you ask your dad how to build a tent? Why don’t you try him sometime? Maybe he’ll surprise you.
RUSSELL: Well, he’s away a lot. I don’t see him much.
CARL: He’s gotta be home sometime.
RUSSELL: Well, I call, but—Phyllis told me I bug him too much.
CARL: Phyllis? You call your own mother by her first name?
RUSSELL: Phyllis isn’t my mom.
Carl is isolated by choice. Russell? Not so much. His heart-to-heart with Russell shows that his dad and stepmom—ugh, Phyllis—don’t want much to do with him.
MUNTZ: Having guests is a delight. More often, I get thieves, come to steal what’s rightfully mine.
MUNTZ: They called me a fraud, those… ah. But once I bring back this creature, my name will be cleared.
Just like Carl, Muntz is in his own self-created exile. But unlike Carl, Muntz is motivated by pride and a maniacal lust for glory.
RUSSELL: You gave away Kevin. You just... gave her away.
CARL: This is none of my concern. I didn’t ask for any of this!
DUG: Master, it's alright.
Not only did Carl not ask for any of this—and by “this” we mean loyal friends—but he continually goes out of his way to ditch Russell, Kevin, and Dug. Still, the old guy’s going to get companionship whether he wants it or not.
CARL: I am not your master! And if you hadn’t have shown up, none of this would have happened! Bad dog! Bad dog! Now, whether you assist me or not, I am going to Paradise Falls, if it kills me.
As Carl’s admonishment of Dug shows, he remains dogged (no pun intended) in his pursuit of doing things his way and going it alone. Dude’s got a serious chip on his shoulder. And a house on a rope.
ELLIE: You and me, we’re in a club now.
Ellie is Carl’s original BFF. Sure, they get married and spend almost their entire lives together, but they start out as friends.
ELLIE: That’s it! You can take us there in a blimp! Swear you’ll take us! Cross your heart! Cross it! Cross your heart! Good. You promised; no backing out.
Ah, the heart-crossing promise. It’s a hallmark of friendship—and so much tidier than matching tattoos.
ELLIE: You know, you don't talk very much. I like you.
What else do you think initially attracts Ellie to Carl?
CARL: We’re on our way, Ellie.
Carl repeatedly talks to Ellie throughout the film, long after she’s gone, showing friendships last forever. Here, he’s making good on the promise he swore before they were married, when they were just a pint-sized pair of besties.
CARL: Now when you get up there, go ahead and hoist me up. Got it?
[Russell struggles to climb up.]
CARL: You on the porch yet?
[A scene change shows that Russell has climbed an inch.]
CARL: What? That's it? I came all this way just to get stuck in the wrong end of this rock pile?
RUSSELL: Hey… If I could assist you over there, would you sign off on my badge?
CARL: What are you talking about?
Russell: We could walk your house to the falls.
CARL: Walk it?
RUSSELL: Yeah! After all, we weight it down. We could walk it right over there, like a parade balloon.
After Russell’s brilliant idea, he and Carl start working together instead of against each other. Life lesson: Things go a lot more smoothly when you buddy up and cooperate.
RUSSELL: This is fun already, isn’t it? By the time we get there, you’re gonna feel so assisted.
It’s this kind of pure enthusiasm that eventually wins Carl over.
RUSSELL: An explorer is a friend to all, be it plants or fish or tiny mole!
CARL: That doesn't even rhyme!
RUSSELL: Yeah, it does.
If bickering about dumb stuff is a sign of friendship—and it is—then these two are totally BFFs.
ALPHA: Do not mention Dug to me at this time. His fool's errand will keep him most occupied. Most occupied, indeed. Ha ha ha! Do you not agree with that which I am saying to you now?
BETA: Sure, but the second Master finds out you sent Dug out by himself, none of us will get a treat.
ALPHA: You are wise, my trusted lieutenant.
Dug’s relationship with the rest of the dog pack is complicated. They’re supposed to be loyal allies—you know, being dogs and all—but they’re so not.
RUSSELL: You came back for Kevin. Let’s go get her!
CARL: I’m getting Kevin. You stay here.
RUSSELL: But I want to help!
CARL: I don't want your help; I want you safe.
If you’ll recall, at the beginning of the movie, Carl didn’t want to let Russell into his house, even as it was cruising at 30,000 feet. By the end, Russell’s safety is paramount. You’ve come a long way, Mr. Fredricksen.
CARL: Ellie, it’s so beautiful. We made it. We made it!
A promise is a promise. Even though she’s not physically around, Carl holds up his end of the deal with Ellie to go to South America. You know, it’s like America, but south.
CARL: We have three days, at best, before the helium leaks out of those balloons. And if we're not at the falls when that happens...
CARL: ...we're not getting to the falls.
RUSSELL: I found sand!
CARL: Don't you worry, Ellie. We'll get our house over there.
From start to finish, Carl’s main motivation is to do right by Ellie. His leading lady is always on his mind, as evidenced by the frequency with which he talks to her. Carl doesn’t want her to miss a thing. He’s kind of like Aerosmith that way.
DUG: My name is Dug. I have just met you, and I love you.
Dug is the walking, talking embodiment of Up’s message that love is everywhere. You don’t have to throw it a bone; you just have to say “yes.”
DUG: Oh, please, oh, please, oh, please be my prisoner!
RUSSELL: Dug, stop bothering Kevin!
DUG: That man there says I should take the bird, and I love that man there like he is my master.
CARL: I am not your master!
Now Carl has a kid and a dog? The Troggs were right.
RUSSELL: Mr. Fredricksen, Dug says he wants to take Kevin prisoner. We have to protect him. Can Kevin go with us?
CARL: All right, he can come.
RUSSELL: Promise you won’t leave him?
RUSSELL: Cross your heart?
CARL: Cross my heart.
Carl’s promise to Russell echoes his childhood promise to Ellie. And all of that heart crossing business? Totally comes from a place of love.
ALPHA: Well, at least you have now led us to the small mailman and the one who smells of prunes. Master will be most pleased that we have found them.
Muntz’s dog pack has their own twisted love story. They may be villains, but they’re still dogs. They’re unflinchingly loyal and, above all else, they want their master to love them.
DUG: I was hiding under your porch because I love you. Can I stay?
CARL: Can you stay? Why, you're my dog, aren’t you? And I'm your master!
After Carl finds Ellie’s note encouraging him to have a new adventure, Carl sees the world anew. His eyes are wide open behind those chunky black glasses, and he finally welcomes Dug’s slobbery adoration.
CARL: Russell, for assisting the elderly, and for performing above and beyond the call of duty, I would like to award you the highest honor I can bestow: The Ellie Badge.
The fact that Carl stands up for Russell at his badge ceremony should be all you need to know that Carl’s grown to love Russell by the end of the movie. And it’s not just any badge; it’s everything that means “love” to Carl. Under that crusty exterior lies a—OK, we won’t get all cliché on you. Carl pins his affection for the kid right on his Wilderness Explorer sash.
MUNTZ: Adventure is out there!
That’s an exciting thing for a kid like young Carl to hear. Sure, it’s out there, but it’s also in there. You know, in your heart.
NEWSREEL ANNOUNCER: The organization strips Muntz of his membership. Humiliated, Muntz vows a return to Paradise Falls and promises to capture the beast alive!
MUNTZ: I promise to capture the beast alive, and I will not come back until I do!
For Muntz, being an explorer is his whole identity. That’s why he vows not to return to civilization until he nabs his creature. If he knew that all he had to do to be a super-explorer was investigate his own life, he could avoid that whole living in dusty airship with a bunch of dogs and slowly going mad.
ELLIE: You know him.
ELLIE: Charles Muntz, explorer. When I get big, I'm going where he's going: South America. It's like America, but south.
RUSSELL: I've never been in a floating house before. Goggles. Look at this stuff. Wow! You're going on a trip?
[Russell picks up a picture of Paradise Falls, reading from it]
RUSSELL: "Paradise Falls, a land lost in time." You're going to South America, Mr. Fredricksen?
CARL: Don't touch that! You'll soil it.
RUSSELL: You know, most people take a plane, but you're smart because you'll have all your TV and clocks and stuff.
RUSSELL: Hey look, buildings! That building's so close, I can almost touch it! Wow! This is great! You should try this, Mr. Fredricksen! Look, there's a bus stop that could take me home two blocks away! Hey, I can see your house from here!
Russell’s enthusiasm contrasts with Carl’s apathy, showing just how much Carl’s changed over the years. We mean, come on, Carl. You’re flying over buildings! It’s okay to show a little excitement.
DUG: I am a great tracker. My pack sent me on a special mission, all by myself. Have you seen a bird? I am going to find one, and I have been on the scent. I am a great tracker; did I mention that?
It seems like everybody in Up is an explorer. Carl, Russell, even Dug. What’s important here is that, just like Russell, Dug’s enthusiasm for adventure knows no bounds, and he isn’t afraid to show it. He takes just as much pleasure in hunting Kevin as he does in tracking down a dirty tennis ball.
MUNTZ: You know Carl, these people who pass through here, they all tell pretty good stories. A surveyor making a map... A botanist cataloging plants... An old man taking his house to Paradise Falls. That's the best one yet. I can't wait to hear how it ends.
To say that Muntz’s motivations for exploration are far more sinister than Carl’s would be an understatement, don’t you think? We’re pretty sure Muntz bumped off the surveyor. And the botanist.
RUSSELL: My dad made it sound so easy. He’s really good at camping, and how to make fire from rocks and stuff. He used to come to all my Sweat Lodge meetings, and afterwards, we’d go get ice cream at Fentons. I always get chocolate, and he gets butter brickle. Then we sit on this one curb right outside, and I’ll count all the blue cars, and he counts all the red ones, and whoever gets the most wins. I like that curb. That might sound boring, but I think the boring stuff is the stuff I remember the most.
Russell knows what’s up. More than any other quote, this one sums up Up’s stance on exploration. The greatest adventures can be found in the most ordinary places, like on a curb in front of an ice cream parlor.