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 »


Arthur Lubin, Gerry Chiniquy (uncredited) | 3 more credits »


Jameson Brewer (screenplay), John C. Rose (screenplay) | 2 more credits »
1 win. See more awards »





Complete credited cast:
Don Knotts ... Henry Limpet
Carole Cook ... Bessie Limpet
Jack Weston ... George Stickel
Andrew Duggan ... Harlock
Larry Keating ... Admiral P.P. Spewter
Oscar Beregi Jr. ... Nazi Admiral (as Oscar Beregi)
Charles Meredith ... Fleet Admiral
Elizabeth MacRae ... 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 Crusty 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


GLUB! The Face That Launched A Thousand Torpedoes! See more »


G | See all certifications »

Did You Know?


The ship launch shown at the start of the movie is stock footage of the SS Fred Morris going down the slipway on 2 November 1940 (in New Jersey, not Brooklyn); the ship was later acquired by the US Navy to become USS Otus and received one battle star for service in World War II. See more »


When George does not want to go to the lecture he says that he has a weak heart, and then he puts his hand over the right side of his chest. See more »


Henry Limpet: What if I told you I used to be a human being?
Ladyfish: I don't care how terrible your past was, Limpet.
See more »

Crazy Credits

"Piscatoral Special Effects" in the closing credits See more »


Spoofed in Histeria!: The Renaissance (1998) See more »


Deep Rapture
Music by Sammy Fain
Lyrics by Harold Adamson
See more »

User Reviews

It is one of those movies that will live on for a long time.
8 July 2004 | by dmacmartinSee all my reviews

It is a simplistic movie with a kid like charm. But maybe thats its strength. With sooo many movies today exhibiting violence, murder, rape, incest, hatred, etc. when it has to do with families and kids and the studios appearing to forget about movies with a REAL warmth about them (unless it is "politically correct" warmth), i.e. - TOO MANY movies today rewrite history like the Disney animated movies of today to make sure the "harmed parties" are put in a good light and others are put in a "bad light" it is always nice to see a movie that doesn't put on any airs to be genuine.

Don Knotts is a comedic genius and there are NONE like him in Hollywood today. It is sad to say that it appears Hollywood has forgotten what really entertains people, they seem to be focused upon what is sensational and appeals to the lowest form of human attention, meaning death, blood and violence and forgetting about the warmth and love of the past. For this reason this movie is a fantasy that will live forever.

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Release Date:

28 March 1964 (USA) See more »

Also Known As:

Be Careful How You Wish See more »

Company Credits

Production Co:

Warner Bros. See more »
Show more on IMDbPro »

Technical Specs



Sound Mix:

Mono (RCA Sound Recording)


Color (Technicolor)

Aspect Ratio:

1.85 : 1
See full technical specs »

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