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Dunce Upon a Time

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Dunce upon a time
Lumpy the Giant prepares his dinner:
Happy Tree Friends Stew!
Season: TV Season 1
Episode: 6.2
Title Reference/Pun: Once upon a time
Writers: Kenn Navarro
Warren Graff
Ken Pontac
David Winn
Jeff Biancalana
Director: Kenn Navarro
Starring Roles
Featuring Roles
Lumpy (Giant)
The Cow
Part 1
Dunce Upon a Time Part 103:25

Dunce Upon a Time Part 1

Part 2
Dunce Upon a Time Part 203:54

Dunce Upon a Time Part 2

Previous Episode Snow Place to Go
Next Episode Gems the Breaks

"Dunce Upon a Time" is episode number 6.2 of the Happy Tree Friends television series.

HTF Episode Description

The jolly, blue Lumpy giant needs the bones of Giggles to make his bread!

Giggles climbs a beanstalk and encounters a giant Lumpy. (DVD)


Giggles and Nutty, poor and starving, sadly sit outside their small home. When Giggles' tummy rumbles, Nutty goes to their scrawny cow to milk her. When nothing comes out of the cow's udders, Nutty decides to take the cow into town to sell her. Along the way, he is stopped by Lifty and Shifty who offer to trade Nutty some magic jelly beans for the cow. Enticed by the thought of getting a sugary treat, Nutty happily makes the trade and returns home.

Giggles, expecting Nutty to bring home some money, is confused when she is presented with the jelly beans. She takes one while Nutty eats the rest, laughing wildly. Later that night, Giggles goes to bed hungry while Nutty falls asleep with an aching stomach. He quickly dreams that he's eating a large candy cane, but he is soon roused from his sleep when he realizes a giant beanstalk is growing out of his mouth. The beanstalk quickly grows up to the sky, taking the house with it.

The next morning, Giggles wakes up to the sound of chirping birds to find a castle in the clouds outside her window. Inside the castle, a giant Lumpy cuts up vegetables for a meal. He hears a knock at the door and answers it to find a tiny Giggles standing at his feet. He screams and tries to stomp on Giggles, who runs into a nearby mouse hole in the castle. Lumpy places a mousetrap outside the mouse hole and returns to his cooking.

He looks through his cookbook and then turns to a group of jars on a shelf, containing Cuddles, Handy, Sniffles, Mime, Flaky, and Toothy in addition to a skeleton and some other items. He takes Toothy down from the shelf, removes him from his jar, and cracks his head open on a cauldron, pouring his brain out like an egg yolk, scaring Giggles. He then takes Handy from the shelf and despite his efforts to stay in the jar, Handy is removed and held over the cauldron. Lumpy attempts to break Handy's head open several times, but Handy's hard hat saves his life. Annoyed, Lumpy ignores Handy's pleas for mercy and uses a nutcracker to break Handy's head open, causing blood to fly into Lumpy's eyes, and nearly makes Giggles vomit.

While Lumpy goes to wash his face, Giggles throws Toothy's dead body on the mousetrap to launch herself towards the jars. She ends up flying too fast and she hits the shelf, knocking all the jars to the floor where they shatter. Lumpy hears the commotion and reenters the kitchen, where he accidentally steps on Mime, who remains in his broken jar to perform the invisible wall routine. While Lumpy is distracted by the blood on the bottom of his foot, the others run and hide. Lumpy attempts to scrape the blood and guts off his foot, but seeing it spread, Lumpy becomes grossed out.

Lumpy notices a piece of bread wiggling in the toaster, which he jams a fork into. Despite getting shocked pretty badly, he does this twice more with a similar result. Giving up, he walks away, leaving the fork in the toaster. Seconds later, the piece of toast pops up and falls over, revealing that he did kill someone: Flaky.

Next, Lumpy spots Sniffles hiding under one of three identical cups. He lifts one up, but Sniffles hides on the inside of the cup. Lumpy, getting an idea, begins shuffling the cups around in a type of magic trick. He then lifts the cups up, revealing various pieces of Sniffles lying under each cup. Then Lumpy gives himself a triumphant "ta-da!" Lumpy then hears someone sneezing and walks over to his spice cabinet. Inside a pepper grinder, Cuddles is shown hiding inside, and whenever he sneezes, the pepper grinder suddenly jumps. Lumpy grabs the pepper grinder, and starts twisting the top, which begins grinding the pepper inside, as well as Cuddles' body, leaving the rabbit to die in an agonizing death.

Lumpy now sees Giggles running up a staircase and he gives chase, letting out a booming, "Fee fi fo fum!" as he goes. Giggles opens a door and runs into another mouse hole, where a long haired Petunia spins straw into gold at a spinning wheel. As Lumpy reaches into the hole to grab Giggles, Giggles ties Petunia's golden hair around her waist and jumps out of a nearby window. When she reaches the end of Petunia's hair Petunia's neck snaps, as her leg is chained to the wall. Giggles pulls on Petunia's hair to reach the nearby ground, tearing off Petunia's scalp.

Lumpy stands at the top of the beanstalk and shouts at Giggles before climbing down. Giggles, panicking, grabs an axe, and unable to differentiate the beanstalk from Nutty's stomach (because the beanstalk and Nutty are both green), begins chopping the still alive Nutty with the axe. This destabilizes the beanstalk, causing Lumpy to fall and chunks of his castle to break off.

Nearby, Lifty and Shifty stand by the edge of a cliff with their cow. Lumpy falls down over the cliff and another nearby cliff, acting as a bridge. Lifty and Shifty try to pull the cow with them but when chunks of the castle fall down, they abandon the cow and run across Lumpy. As they stand on his torso, a piece of castle hits them and cuts through Lumpy's body.

Giggles sadly hugs her knees, apparently traumatized by what she's gone through. Her cow approaches her, however, and she brightens up. She feeds the cow the remaining magic jelly bean, and a leaf begins growing out of the cow's udder.


"The sky's the limit when your heart's in it!"


  1. A Generic Tree Friend has died in one of Lumpy's jars, leaving a skeleton behind (death not seen).
  2. Toothy's head is cracked like an egg.
  3. Handy's head is crushed by a giant nutcracker after Lumpy is unable to make him meet the same fate as Toothy.
  4. Mime is stepped on by the giant Lumpy.
  5. Flaky is burnt inside a toaster, and impaled by a giant fork.
  6. Sniffles is cut to pieces when Lumpy performs a magic trick on him.
  7. Cuddles is ground to death in a pepper mill.
  8. Petunia's neck is broken and her scalp is torn off when Giggles uses her hair as a bungee cord.
  9. Nutty's stomach is hacked by Giggles with an axe.
  10. Lifty and Shifty are crushed by a piece of Lumpy's castle.
  11. Lumpy's torso is destroyed when a piece of his castle falls on him.
  12. The beanstalk growing inside the cow would've crushed it's organs/stopping it's udder from giving out milk. (debatable)


  1. The candy on Nutty's body changes places and directions several times.
  2. Nutty's lazy eye change places numerous times.
  3. When Lifty and Shifty first approach Nutty, an additional lollipop appears on Nutty's chest.
  4. The patch on Giggles' bow changes place numerous times.
  5. Nutty's bed disappears after the beanstalk begins growing out of his mouth.
  6. The floor moves up with the rest of the house, even though Nutty was previously above the floor.
  7. The directions of Lumpy's antlers change numerous times, sometimes during continuous shots.
  8. Though the story is assumed to be set in Medieval times, Nutty, Shifty, Cuddles, Handy and Sniffles are all wearing modern day clothes. Also, Lumpy has a toaster, a sink, a metal nutcracker, and a metal knife, although this may have been thrown in for a comic effect.
  9. When Giggles was using Petunia's hair as a bungee cord, she tore off Petunia's entire scalp, but when Giggles fell to the ground, her torn scalp isn't on the end of the line. Also, judging by how long the hair was, the hair should have been a lot longer when Giggles fell to the ground.
  10. The falling piece of castle seems to be much smaller than Lumpy, even though he lived inside it.
  11. When the beanstalk grows out of Nutty, he is clearly in his bed, but when the house shoots into the sky, he is lying on the grass.
  12. Lumpy had more of a starring role in this episode than a featuring role.
  13. In the scene where Giggles was bungee jumping off the castle, as Petunia's head was being pulled, her neck was broken and a chain that was holding her leg near the wall was pulling her back, but as her scalp was being torn off, neither of her feet were shown in the chain and were nowhere near the wall.
  14. Before Giggles jumped out of the castle Petunia's hair was not connected but when Giggles jump out of the castle Petunia's hair was connected. Although it is possible that the animators did this because they didn't want to show the revelation after Giggles jumped out the window.
  15. Before Giggles crashes into the shelf to save her friends, the characters have their Season 2 designs. The animators probably did this to recycle animation (use the same animation from the past).
  16. Giggles should have felt some vibration when her house was being lifted in the air, but she didn't seem to notice.


  • The title of this episode is a pun of the phrase "Once upon a time."
  • Strange, but true:
    • Despite her heroics, it is notable that Giggles actually failed to save any of the prisoners of Lumpy, and in fact, even killed one of them (Petunia).
    • Because of Lumpy being portrayed as a mythical creature, and the characters not knowing each other, it is assumed that everything in this episode isn't canon.
  • The main plot of the episode is based off the story Jack and the Beanstalk. The part with the long haired Petunia atop a high castle is based off the fairy tale of Rapunzel. The spinning wheel in front of her may also be a reference to the fairy tale of Rumpelstiltskin.
  • This episode also has many similarities to the Disney parody of Jack and the Beanstalk from Fun and Fancy Free. For example, Mickey, Donald, and Goofy's house is elevated into the sky by the beanstalk rather than them having to climb it, when Willie the Giant comes in they hide, etc. Both parodies leave out elements from the original story, like the Giant's wife, and climbing up the beanstalk three times.
  • If one looks closely, one can see a small patch on Giggles' bow in her starring role pop-up and in the episode itself.
  • When Giggles sighs after she learns that Nutty traded the cow for jellybeans, her voice is deeper than usual.
  • When Lumpy is starting to chase Giggles, he says "You'll get no dinner until you come back in this castle!"
  • The cow in this episode is skinny, similar to its appearance at the end of Milkin' It.
  • Despite the numerous deaths caused by Lumpy's bumbling, this is only the third episode (the second at the time of its release) where Lumpy intentionally kills other characters (the other two being Happy Trails Pt. 2: Jumping the Shark when he, Flippy, Handy, and Sniffles kill Flaky for popping their life raft, and We're Scrooged! when he kills Toothy to sell his body parts, and in Banjo Frenzy when he killed Giggles, Cuddles and Toothy for laughing at him.)
  • Lumpy's death in this episode is very similar to his death in Every Litter Bit Hurts.
  • This is one of only four times Lumpy isn't seen living in a trailer, the other three times being Junk in the Trunk where he lives in a house, and Aw Shucks! and Peas in a Pod where he lives on a farm.
  • This is one of the few episodes in which all of the featuring characters died while the starring character survived.
  • When this episode aired along with Snow Place to Go and Gems the Breaks on YouTube, the alternate title for the conglomeration of the segments was named "Deep Six." Cuddles, Giggles, Toothy, and Lumpy appear in all 3 episodes. Additionally, Cuddles and Toothy die in all three episodes, Giggles dies twice and Lumpy only once.
  • When Giggles falls off the tower and lands on the ground, this may be a reference to the episode Eye Candy.
  • This is the first episode where Lumpy is portrayed as an antagonist.
Happy Tree Friends TV Season 1
TV Season 1

One Foot in the Grave
The Wrong Side of the TracksFrom Hero to EternityAnd the Kitchen Sink
Lesser of Two Evils
Party AnimalIpso FatsoDon't Yank My Chain
The Third Degree
Doggone ItConcrete SolutionSea What I Found
Four on the Floor
Easy For You to SleighWishy WashyWho's to Flame?
Marooned Five
Every Litter Bit HurtsAs You WishTake a Hike
Deep Six
Snow Place to GoDunce Upon a TimeGems the Breaks
Seventh Heaven
A Change of HeartA Hole Lotta LoveMime to Five
Behind the Eight Ball
Blast from the PastChew Said a MouthfulSee What Develops
Nine Lives
Idol CuriosityHome Is Where the Hurt IsAw Shucks!
Ten Speed
A Sight for Sore EyesWipe OutLetter Late than Never
Eleventh Hour
Wingin' ItTongue in CheekEasy Comb, Easy Go
Twelfth Night
I've Got You Under My SkinIn a JamJunk in the Trunk
Friday the 13th
Hear Today, Gone TomorrowDouble Whammy Part IAutopsy Turvy (Double Whammy Part II)

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