Once upon a time...


"Let's Play Once Upon a Time" is the 46th episode of the first season of Kaeloo, and of the series overall.


The buddies are about to go to sleep, and they decide to make up their own bedtime story.


Stumpy, Quack Quack and Mr. Cat are lying in bed at night, ready to sleep, when Kaeloo shows up with a book and offers to read them a fairy tale as a bedtime story. All three of them express approval, so she decides to read them the story of Little Red Riding Hood. Stumpy is annoyed by this, since she apparently read that story several times before. She tells them what a "cute" story it is, but Mr. Cat points out that the story is far from cute as it ends with the hunter cutting open the wolf's stomach to free the granny. Stumpy gets confused, as he thought that the wolf ate the granny and then cut up the hunter to feed him to Red Riding Hood, before concluding that he and Kaeloo must have different editions of the book.

Kaeloo looks through the book for more stories, but soon realizes that they are all horrible, and Mr. Cat lists of all the things wrong with several fairy tales. Kaeloo starts wondering what kind of story she can read to her friends, and Stumpy suggests making one up. Kaeloo is initially against this, but after the others beg her, she relents and starts her story.

A little froggy girl (played by Kaeloo) is walking through an enchanted forest to visit her sick grandmother (Quack Quack). Suddenly, something jumps out of the bushes. Stumpy interrupts the story and asks whether it was a robot, a team of cheerleaders or a giant hot dog. Kaeloo, annoyed, continues the story, saying it was a wolf (and the wolf is played by Stumpy). Stumpy interrupts again, asking her if the wolf can be armed with a sword, so she obliges, making the wolf have a sword. The little girl is terrified, and the wolf asks her where she is going. She explains that she is going to give her grandmother some gifts, and Stumpy interrupts the story again and asks if the girl is going to give her granny some Mr. Coolskin comic books. Kaeloo points out that grandmothers don't read Mr. Coolskin, but Stumpy says his grandmother has read all of the books. A flashback is shown, revealing that all he did was place Mr. Coolskin comics on his granny's grave.

Kaeloo breaks down crying, and decides that she doesn't want to continue narrating. She asks Mr. Cat to continue the story for her, but he makes up a horrible story about a duck getting chopped into pieces, barbecued and eaten by his buddies. This story traumatizes Quack Quack, and Kaeloo admonishes Mr. Cat for narrating such a story, and asks if anyone else would like to take over. Stumpy eagerly volunteers, and as nobody else is volunteering, it's Stumpy's turn to narrate. He prepares to narrate his story, and he wakes up the others, who had fallen asleep while he prepared. He then continues the story where Kaeloo left off.

The little froggy girl continues to skip to her granny's house, along with the wolf. The wolf asks the girl about her granny's Mr. Coolskin comics, and she explains that her granny keeps them all in bookcases arranged in a maze, which is protected by laser guns. The wolf uses a tele-transporter to get to the granny's house (which greatly confuses Kaeloo). The granny, now played by Mr. Cat, tells him to come in. The wolf climbs onto the granny, but he hears quacking from inside a wooden chest near the bed, indicating that the real granny Quack Quack is trapped inside the chest. Just then, the little girl walks inside the house and greets the "granny" and the wolf, before noticing how different her "granny" looks. She notes that he has pointy ears and whiskers, and concludes that he is actually a furry alien with "tenta-cools" (a term Stumpy made up).

The alien rises up on his tentacles before he reveals that he is not the only one pretending to be somebody he's not - the little girl is really a superhero called Marauder Frog, and Marauder Frog goes to war with the alien. Kaeloo interrupts the story and tells Stumpy his story is absolutely ridiculous, and asks where the whole "galactic battle of aliens" comes from. He says it comes from his head, and laughs maniacally before continuing the story.

Quack Quack escapes from the chest and attacks the alien. Meanwhile, the wolf enters the maze of bookshelves amd starts eating the comic books, but he accidentally bites a magic book. A fairy appears, and the wolf eats the fairy and turns into a yogurt prince.

The alien tries sending down a shower of meteorites, but the granny break-dances to dodge them. Marauder Frog turns into Super Marauder (Bad Kaeloo) and throws the alien into space. In the end, the granny, the girl and the prince decide to play a board game. It is then shown that during his narration, Stumpy damaged several objects around him, and flipped the bed over. His story has traumatized Quack Quack, and Kaeloo and Mr. Cat are terribly exhausted. Stumpy, feeling tired, decides to go take a nap.

The next day, Kaeloo and Stumpy are discussing the story, and Kaeloo remarks that she liked the way he portrayed her as a superhero. Stumpy notes that the idea of a frog who transforms when she is angry would make a good kids' show, and Mr. Cat questions what sane person would watch a show like that.


Key Characters

  • Kaeloo
  • Stumpy

Supporting Characters

  • Quack Quack
  • Mr. Cat


Kaeloo - Let's play once upon a time

Kaeloo - Let's play once upon a time


  • In the French dub of this episode, Mr. Cat refers to the story "Hop o' My Thumb" and mentions "butchery", holding up a sausage. In the English dub, it was changed to "Rapunzel", with Mr. Cat mentioning "kidnapping". However, in this context, it makes no sense for him to be holding up a sausage.
  • This is the second time Stumpy is portrayed as a giant yogurt, the first being in "Let's Play Trap-Trap".