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Distributed by	The Right Stuf International
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Plot

In 1939, Carl Fredricksen is a shy 8-year-old boy who meets an outgoing and rather eccentric girl named Ellie and discovers they share the same interest in adventures as their hero, famed explorer Charles Muntz. Ellie expresses her desire to move her clubhouse to Paradise Falls in South America, a promise she makes Carl swear to keep. Years pass, and Carl and Ellie marry and grow old together in the old house where they first met while making a living as a toy balloon vendor and a zookeeper respectively. Unable to have children, they also try to save up for the trip to Paradise Falls but other financial obligations arise. Just as they finally seem to be able to take their trip, Ellie dies of old age, leaving Carl living by himself, becoming sour and missing his wife terribly. As the years pass, the city grows around Carl's house with construction as he refuses to move. After a tussle with a construction worker over his broken mailbox, the court orders Carl to move into Shady Oaks Retirement Home. Carl comes up with a scheme to keep his promise to Ellie, and uses his old professional supplies to create a makeshift airship using 10,000 helium balloons which lift his house off its foundations. Russell, a Wilderness Explorer trying to earn his final merit badge for "Assisting the Elderly", has stowed away on the porch after being sent on a snipe hunt by Carl the day before.

After a storm throws them off course, Russell steers the house with the help of his GPS navigator, and they find themselves on the opposite side of the tepui from Paradise Falls. With their body weight providing ballast allowing Carl and Russell to pull the floating house, the two begin to walk across the tepui, hoping to reach the falls while there's still enough helium in the balloons to keep the house afloat. During the journey, Russell befriends a huge, colorful bird which he names Kevin, not realizing that the bird is actually female. They later run into a dog named Dug with a translating collar that lets him speak. They discover Dug's owner is 85-year-old Charles Muntz, who has remained in South America for many decades to find and bring back a giant bird (who turns out to be Kevin) in order to restore his reputation after bringing back a skeleton of the bird and being called a fraud because scientists thought he faked the evidence. Carl is initially thrilled to meet his hero, but when he realizes that Muntz is after Kevin and will kill remorselessly in order to capture her alive, Carl takes steps to save the bird and escape from Muntz. Thanks to Kevin and Dug they escape Muntz's pack of vicious dogs, led by a Doberman Pinscher named Alpha, but Kevin is injured during the escape.

Led by a tracking device in Dug's collar, Muntz and his dogs arrive in his airship while Carl and Russell assist the injured Kevin to her chicks. Muntz sets Carl's house on fire, forcing Carl to choose saving his house over cutting Kevin loose from the net trapping her. Muntz and his dogs quickly capture the bird and fly off. Carl firmly tells Russell he intends to get to Paradise Falls or die trying, and begins walking back again. The next day, Carl successfully gets the house on the ground overlooking Paradise Falls per Ellie's wish, but Russell's desire to fulfill his own dream has been dulled out of anger and disappointment. Carl, settling down in his house, finds Ellie's childhood "adventure" scrapbook, which he thought had been left blank after the first few pages to save room for their planned adventure to Paradise Falls. However, he instead discovers that the pages have been filled with mementos of her life with Carl after they were married, and a final note from her thanking Carl for the adventure of their marriage, and an encouragement for him to go on an adventure of his own. Invigorated by Ellie's last wish, he goes outside to see Russell, only to find him giving chase to Muntz. Carl lightens the weight of his house by dumping furniture and his possessions, allowing him to chase after Muntz in his house with Dug by his side.

Russell enters the airship through a window, but is captured by the dogs. He is tied up and left to fall to the earth, but Carl saves him and keeps him tied up in the house. Carl and Dug board the ship, and are able to lure the guard dogs away from Kevin to free her. Carl and Muntz duel face to face and fight (Muntz with a sword, Carl with his cane), while Dug is able to wrest control of the dogs and the dirigible from Alpha. Russell frees himself but clings to a lifeline as he finds the house in a dogfight with biplane fighters. When Carl shouts for help, Russell distracts the dog pilots and regains control of the house to rescue his friends, who are now on top of the airship. In pursuit, Muntz shoots out some of the balloons, causing the house to land and slide off the airship. Carl manages to trick Muntz inside the house while saving Russell, Dug, and Kevin. Muntz attempts to reach the airship again, but gets tangled in the house's balloons and plummets. Carl's house drifts off into the clouds — a loss Carl gracefully accepts as being for the best.

Carl takes Muntz's Dirigible and returns Kevin to her chicks, and then returns Russell and Dug back to the city. When Russell's father fails to attend his son's Senior Explorer ceremony, Carl fulfills that role himself to proudly present Russell with his final badge, the grape soda badge that Ellie presented to Carl when they first met ("The Ellie Badge"). Afterward, Carl becomes a cheerfully active community volunteer with a strong father-like relationship with Russell, Dug, and the other Wilderness Explorers. His house, through happenstance, did ultimately land exactly where he and Ellie envisioned it — overlooking Paradise Falls.

Fictuous Voice List

• Greg Ayres as Young Carl

• Richard Epcar as Mr. Carl Fredrickson (Adult)

• Samuel Vincent as Russel

• Eric Stuart as Dug

• Colleen Clinkenbeard as Young Ellie (Ellie had no speaking parts as an adult)

• Justin Cook as Charles Muntz

• Christopher R. Sabat as Alpha