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"A new age has begun. The age of the tentacle! Open your necks and receive the love!"

The Beast with a Billion Backs is the second of the four Futurama straight-to-DVD films and was released on June 24, 2008 followed by a U.K. release on June 30, 2008 and an Australian release on August 6, 2008. Comedy Central aired the movie as a "four-part epic" (a cliffhanger to be exact) on October 19, 2008. The movie has been nominated for an Annie Award, under the "Best Animated Home Entertainment" category.

Guest voices include David Cross, Brittany Murphy, Professor Stephen Hawking, and Dan Castellaneta reprising his role as The Robot Devil.


After a month of inactivity following the universe being ripped open, people decide to go on with their lives. Amy and Kif get married on Amphibios 9, while Fry starts a new relationship with Colleen. This upset Bender, since Fry is spending more time with Colleen than with him. Fry decides to move in with Colleen, despite his discovery that she has four additional boyfriends living with her. After his hectic first evening at Colleen's apartment where she reveals she is going on a date with a 6th boyfriend, Fry is unable to accept that she cannot settle for one man and breaks up with her.

At a scientific conference, Professor Farnsworth proposes an expedition to investigate the anomaly and beats his arch-rival Wernstrom in a game of Deathball, winning the right to mount the expedition. When Bender is sent to explore the anomaly, like a tool, much to his dismay, his touch causes the anomaly to emit a shock-wave which sends the Planet Express Ship flying. Farnsworth and Wernstrom discover that only living beings can pass through the anomaly unaffected: electrical objects such as robots are either repelled or destroyed. The two team up to try and initiate another expedition, but their idea is rejected in favor of a military assault on the anomaly led by Zapp Brannigan in the Nimbus.

Meanwhile, both Fry and Bender begin to feel alone, unwanted, and miserable. Fry, in his despair, sneaks aboard Zapp's ship just before it takes off so that he can find solace on the other side of the anomaly. Bender, on the other hand, is approached by the fabled League of Robots, a secret society of robots who like to blather about and tease humans, led by his hero Calculon. Bender quickly becomes a very prestigious member due to his perceived hatred of humans and "applying the law with no regard for its intent", although Calculon suspects that he is not as hard-hearted towards humans as he leads them to believe. However, Bender is very much dismayed when he learns that the League has no intention of killing all humans.

As Fry enters the anomaly, Zapp's plan of attack using a weapon called a Universe to Universe Missile or UUM goes awry and Kif is accidentally killed by Zapp in the process, much to Amy's grief. While drifting through space on the other side of the anomaly, which contains another universe, Fry comes across a colossal, one-eyed, tentacled creature, which begins forcing its appendages through the anomaly. The tentacles begin to attack everyone in the universe and nothing, not even diamondillium or diamondium can stop the tentacles since they are made of electro-matter that can only be harmed by other electro-matter, rendering the them completely invulnerable. Fry returns to Earth with a tentacle attached to the back of his neck and tells everyone to "love the tentacle." The tentacles begin to attach themselves to everyone, causing their victims to fall in love with it. With the monster's influence spreading quickly, Fry becomes the pope of a new religion established to worship the tentacles. The Planet Express Crew take shelter in their office building but Zoidberg, Farnsworth, Scruffy, Wernstrom, and Hermes eventually all get caught by the tentacles, leading Leela and Amy to escape on Amy's party board and eventually meet up with Zapp.

Bender, meanwhile, believes that the League of Robots should uphold a strict no-humans policy as he feels so insignificant around them. However, when he assists his friends in eluding the tentacles, he is caught red-handed by the other members. When Calculon calls his bluff about hating humans, he challenges Calculon to a duel using weapons called Planetary Annihilators. Bender cheats, damaging Calculon's arm and destroying part of their headquarters. Calculon is outraged by his behavior but, instead of kicking the indifferent Bender out of the League as initially implied, he resigns from the League himself and names Bender its new leader.

After Zapp and Amy sleep with each other and get stuck with tentacles, Leela ends up being the last living person in the universe unattached to a tentacle. She examines a fragment of tentacle that snapped off trying to catch her and discovers that the tentacles are actually reproductive organs, known as genticles, which meant that Yivo was performing rape on everyone in the universe. She reveals this to everyone at a universal religious gathering. The creature, Yivo, admits that mating with everyone in the universe was its original intention, but explains that it is now truly in love with them. As a sign of good faith and to prove himself trustworthy to everyone, Yivo resurrects Kif, who is displeased to learn that Zapp had tricked the then-grieving Amy into sleeping with him. Yivo asks to begin the relationship anew and removes its tentacles from everyone.

Yivo takes everyone in the universe out on a date all at the same time, which goes extremely well. However, the universe's leaders feel that Yivo has made no actual commitment and sends a delegation to break up with it. Before they can do so, however, Yivo proposes marriage and they accept. During this time, Bender is fed up with being neglected by Fry and makes a deal with the Robot Devil to trade his firstborn son for an Army of the Damned from Robot Hell in order to take over the Earth and rebuild his human-hating reputation in the League. However, before Bender can attack, humanity willingly leaves Earth to live on Yivo, along with the other civilizations of the universe, moving onto Yivo's body via golden escalators. This leaves Bender lonely once more and stagnates the robot population, who are built to serve humans. As the robots inherit Earth, everyone else is made to promise never to make contact with other universes. Fry, however, cannot help but secretly write a letter to Bender back on Earth. Leela does not trust Yivo's motives at first, but when she sees that everyone is happy with it, she eventually succumbs to her own loneliness and comes to accept Yivo.

Bender receives Fry's letter, which is made out of electro matter. He decides to set out and "rescue" his friend from his relationship with Yivo. He and his army harpoon Yivo from beyond the anomaly and drag it into their own universe where they are able to attack it. Fry convinces Bender to spare Yivo, but Yivo discovers that the robots' weapons are lined with the electro-matter from Fry's letter, allowing them to harm it. Since Fry broke his promise to never make contact with any other universes, Yivo breaks up with not only Fry but the entire universe with the exception of Colleen. While everyone leaves aboard Bender's ship, Yivo finds consolation with Colleen, making Fry feel betrayed. They begin a single relationship as they head back to the other universe together and close the anomaly forever.

Everyone laments that they will never know happiness or love with Yivo again: Fry decides to find love elsewhere and tries to ask Leela out, but she rejects him since he had already stopped trying once he met Colleen. Kif and Amy's relationship is strained due to Amy's alleged "affair" with Zapp, whom Kif punches hard in the gut for rubbing it in, while Farnsworth and Wernstrom go back to being arch rivals. Bender breaks up his friends' quarrel and assures them that what they experienced was not love, as love is a jealous, hard-to-get emotion that does not share itself with the world. Bender shares his own love with Fry and Leela by giving them a big hug which, in turn, actually strangles them.

Memorable Quotes[]

Fry: Bender, why did you do it? We were all so happy!
Leela: And we were in love!
Bender: Phhff! That wasn't love!
Fry: What!? How can you say that?
Bender: Because Bender knows love. And love doesn't share itself with the world! Love is suspicious. Love is needy. Love is fearful. Love is greedy. My friends, THERE IS NO GREAT LOVE WITHOUT GREAT JEALOUSY!!!
Bender hugs Fry and Leela by the necks, choking them
Bender: I love you meatbags!

Hermes: Professor, sprinkle us with wisdom from your mighty brain. How scared should we be?
Farnsworth: Somewhere between not at all, and entirely.
Zoidberg: I call entirely!
Zoidberg comes up from underneath the table, knocking it over while screaming. He then runs away.
Zoidberg: Woop woop woop woop woop!

Colleen: Have you seen how much cotton candy he [Fry] can eat?
Farnsworth: Oh my yes, 5.1 pounds. That's why his blood is so good on pancakes.

Wernstrom: Give science a chance!
Farnsworth: Less invasions, more equations!

Fry: I can't take it Leela. I need to go away, far away, forever.
Leela: Aw. I know how you feel Fry. There are times when I also feel like you need to go away.

Leela: No effect. The crystals are bouncing off the tentacle like meatballs off Mothra.

Bender: You humans are so cute when you're scared.

Dr. Ogden Wernstrom: No! Not the Crackslam!

Farnsworth: Now that I've teamed up with my friend, (as he says Wernstrom’s name he glares at him) Dr. Wernstrom, I feel certain we can successfully penetrate the other universe.

[The missile (that Kif is stuck to) comes to a stop right next to Fry.]

Kif: Hello. So, uh, how are you Fry?

Fry: Pretty good. You?

Kif: Well ... Oh.

[The missile starts to move backwards.]


Debut Appearances[]

Ongoing Themes[]

Injury, Death, Body Parts, Torture[]

  • Bender-Boop sends Fry-Boop flying off-screen with a sudden hip motion.
  • Leela-Boop blasts a farmer on an asteroid into a pile of bones and a talking skull.
  • Farnsworth sets his own face on fire with a giant magnifying glass.
  • Farnsworth shows Colleen a plate of pancakes covered in Fry's blood as syrup.
  • Bender falls over when Leela turns him off for the second time.
  • Mrs. Wong smashes the flying hookworm that is Mr. Kroker's left testicle.
  • The bartender at Kif and Amy's Fonfon Rubok ceremony drowns frogs in Fry and Colleen's drinks.
  • Kif and Amy eat an apparently live snake during the Fonfon Rubok ceremony.
  • Kif removes an unspecified organ from his torso during the Fonfon Rubok ceremony.
  • At a science conference, Farnsworth throws his dentures at Wernstrom, striking him on the head. Farnsworth does it again on Bender's space-pirate ship as Bender returns everyone to Universe Gamma.
  • The head of Stephen Hawking disciplines Wernstrom and Farnsworth with laser beams from his eyes.
  • Farnsworth's team and Wernstrom's team play Deathball against each other, twice. Varying degrees of injury occur on both sides.
  • Bender experiences blinding light and searing arse pain when he offers his arse to the alternate universe.
  • Judge Whitey has been run over and severely injured by Calculon. The judge hurts his broken leg when he pounds his gavel on it.
  • Calculon has extensions installed, presumably to his sex organ, whatever that might be.
  • Calculon shoves a rabid fan to the floor and throws Bender's body at a mob of fans, presumably injuring at least some of them, given that Bender weighs over 500 pounds.
  • Wernstrom throws a koala out the window of Farnsworth's observatory.
  • Farnsworth and Wernstrom make a game out of destroying miniature robots.
  • Police beat Farnsworth and Wernstrom with police batons.
  • Bender affixes a note to Zoidberg's chest using a push-pin.
  • Kif is crushed to death and splattered all over the bridge of the Nimbus by a universe-to-universe missile.
  • Leo Wong sprays breath spray at Kif's parents.
  • Leela punches Zapp in the face.
  • Leela recounts having broken the neck of a prison guard.
  • Blatherbot recounts the death of an unspecified human.
  • Bender viciously smashes Billionairebot's living, human eye, liquefying it.
  • Hedonismbot announces that he must "expel" an unspecified human body part.
  • Farnsworth is shanked with a screwdriver while in prison.
  • Pazuzu devours two Whitehouse guards alive.
  • There is a military battle between the Earthicans and Yivo.
  • Calculon reveals that the League of Robots last killed a human several hundred years ago, their victim being a very sick girl scout.
  • The Planet Express ship, with the entire crew on board, crashes into the Diamondillium barrier and then crash back on Earth.
  • Yivo attaches sklerself to every non-robot humanoid on the Earth except Leela.
  • Zapp descends some concrete stairs on his butt and then falls into a pile of trash.
  • Bender recounts having "opened [a human] up once".
  • Bender removes his own hand and slaps Calculon with it.
  • Yivo accidentally amputates a length of shkler own tentacle while trying to attach to Leela.
  • Leela kicks Fry in the face and a mob beats Fry up.
  • Amy punches Zapp in the stomach, at Yivo's introduction ceremony.
  • Using a planetary annihilator, Bender disintegrates Calculon's left arm and shoulder, as well as at least one human.
  • Bender burns Zoidberg with hot food.
  • Bender visits the Robot Devil in Robot Hell, where countless condemned robots are being tortured.
  • Bender drop-kicks his firstborn son into a vat of molten metal in Robot Hell.
  • Bender slices both Robot 1-X and his best trash can in half with Fry's electromatter stationery.
  • Bender and his damned army attack Yivo with weapons coated with electromatter. There is a short battle in which Yivo loses many tentacles and many robots are destroyed.
  • Yivo is dragged into Universe Gamma, which burns shklim "even worse than my gonorrhea."
  • Yivo bites off Bender's left footcup, beats him up and flings his body onto the deck of a space-pirate ship.
  • Kif punches Zapp in the stomach.
  • After musing on the nature of love, Bender hugs Fry and Leela, nearly asphyxiating them.

Fry and Leela[]

Fry and Leela have once again forgotten that they ever liked each other. Fry begins the episode dating Colleen and Leela makes no comment when the two women meet. However, when Zoidberg barfs for joy, Leela agrees that the way Fry and Colleen behave toward each other is "pretty sickening". It could be that Leela harbors a bit of jealousy.

To Fry's credit, he doesn't immediately go slobbering after Leela when he breaks up with Colleen. He pines for a while, even going to counseling (which Leela would appreciate for its contribution to Fry's maturity) and finally decides to leave this universe. Leela practically encourages him in this endeavor. On meeting Yivo, Fry falls in love with shkler. Leela is suspicious for a long time, but she also eventually falls in love with Yivo.

After being "rescued" by Bender, Fry sheds a tear on saying goodbye to Yivo. For a brief moment he seems sincere, but immediately turns to Leela, practically leering. Her response, that he forgot about her so quickly when he met Colleen, shows that she does indeed have some pain and jealousy due to Fry's instability. Without further comment Fry simply agrees with her, then walks to Amy and propositions her instead. Leela must now be really hurt and angry at Fry, while Fry seems to have taken a step backward in the maturity that Leela always wishes for.

In the commentary for the movie, the writers state that they split Leela and Fry up at the beginning of the movie even though they were very close at the end of the previous movie because they thought people wouldn't remember the previous movie's plot so they could do what they wanted with the characters.


  • Yivo lives in an alternate universe on the other side of the cosmic anomaly.
  • Fry's blood doubles as pancake syrup.
  • Leela's Wrist LoJack-a-mater doubles as a Pong game.
  • An organ from Kif's torso is used as a wedding bouquet.
  • An episode of All My Circuits reveals that Calculon has four personalities.
  • Bender becomes Calculon's official stalker.
  • Destructor's leg temporarily serves as a hiding place for Zapp, Leela and Amy.
  • Yivo reconstitutes/reincarnates Kif from the slime into which Kif's remains were poured.


"Sweet squid of Madrid!"

Futurama DVD movies
Bender's Big Score | The Beast with a Billion Backs | Bender's Game | Into the Wild Green Yonder