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The Incredible Mr. Limpet (1964)

Approved  |   |  Animation, Comedy, Family  |  28 March 1964 (USA)
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Ratings: 6.4/10 from 3,469 users  
Reviews: 33 user | 20 critic

Meek and mild mannered bookkeeper Henry Limpet has few passions in life. It's mid-1941 and he would love to join the Navy but has been rated 4F. His friend George Stickle is in the Navy and... See full summary »



(screenplay), (screenplay), 2 more credits »
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Complete credited cast:
Bessie Limpet
George Stickel
Admiral P.P. Spewter
Oscar Beregi Jr. ...
Nazi Admiral (as Oscar Beregi)
Charles Meredith ...
Fleet Admiral
Ladyfish (voice)
Paul Frees ...
Crusty (voice)


Meek and mild mannered bookkeeper Henry Limpet has few passions in life. It's mid-1941 and he would love to join the Navy but has been rated 4F. His friend George Stickle is in the Navy and lays it on pretty thick. If Henry could have one thing it would be to become a fish. While on a visit to Coney Island, Henry falls into the water and miraculously gets his wish. Now a fish, he makes friends, Ladyfish and Crabby the hermit crab and loves his new life. He also uses his abilities to help the US Navy locate and sink Nazi U-Boats, forcing the Germans to create a new weapon to deal with the Allies secret weapon. When years later the Navy finds intelligent activity among dolphins, they may also know who is teaching them. Written by garykmcd

Plot Summary | Plot Synopsis


will leave you limp with laughter! See more »


Approved | See all certifications »




Release Date:

28 March 1964 (USA)  »

Also Known As:

Be Careful How You Wish  »

Filming Locations:

Company Credits

Production Co:

Show detailed on  »

Technical Specs



Sound Mix:

(RCA Sound Recording)



Aspect Ratio:

1.85 : 1
See  »

Did You Know?


Larry Keating's final film. See more »


Right at the start, the admiral and lieutenant are striding purposefully through the corridors of the Pentagon. The second set of doors they pass through is marked "Restricted Area" & "Secret". The doors are opened by two marines to reveal a long lighted corridor; this is shown to be a painting as the officers walk through the doorway but then go left instead of straight on; as the doors close behind them, the whole corridor dims briefly as they walk in front of a light. See more »


Henry Limpet: Do you suppose that we could just be more or less friends?
Ladyfish: Friends? But wouldn't that be more or less nothing, Limpet?
See more »

Crazy Credits

Film ends with: THE END ? See more »


Referenced in In the Soup (1992) See more »


The Mr. Limpet March (Super Doodle Dandy)
Music by Sammy Fain
Lyrics by Harold Adamson
See more »

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User Reviews

Mr. Ed of the sea
28 November 2013 | by (Buffalo, New York) – See all my reviews

This film takes me back many years to when I had an argument with a cousin who was into all things aquatic and he wanted to see this film. Being two years older and more mature about these things I scorned seeing The Incredible Mr. Limpet at the time when it was first out.

Well almost fifty years later I can admit I was wrong. The Incredible Mr. Limpet which seems to have a dopey premise is a really charming mixed live action animation story which Don Knotts is perfectly cast in. And what's wrong with a film where a man achieves his life ambition, in this case to be a member of the piscatorial community.

Don Knotts plays Henry Limpet, a shy bookish sort that years before Danny Kaye would have played who has all kinds of ailments including bad vision that keep him out of World War II, at least as a human. One day out at Coney Island, Knotts falls off the pier and drowns. Drowns as a human, but through an unseen power returns as a most unusual Mr. Ed kind of fish.

Knotts keeps his nearsightedness and the glasses he wore as a human as well, but he's developed a kind of sonic blast that keeps predators like sharks away. It all proves most useful to the US Navy because even though Don Knotts is a fish, he's patriotic American fish.

Carole Cook plays his frustrated wife and Jack Weston, Knott's best friend and man ready to catch Cook on the rebound as Knotts seems more interested life under the sea than the motion of the ocean with Cook.

Despite these sly adult innuendos, The Incredible Mr. Limpet is a nice family film that holds up well after half a century. And Knotts finds true love in the ocean and by now there are untold thousands of Limpet fish in our sea world.

At least I hope so.

1 of 1 people found this review helpful.  Was this review helpful to you?

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