Rene Russo ...Natasha
Jason Alexander ...Boris
Piper Perabo ...Karen Sympathy
Randy Quaid ...Cappy von Trapment
Robert De Niro ...Fearless Leader
June Foray ...Rocky / Cartoon Natasha Fatale / Narrator's Mother (voice)
Keith Scott ...Bullwinkle / Narrator / Cartoon Boris Badenov / Cartoon Fearless Leader (voice)
Janeane Garofalo ...Minnie Mogul
Carl Reiner ...P.G. Biggershot
Jonathan Winters ...Whoppa Chopper Pilot / Ohio Cop with Bullhorn / Jeb
John Goodman ...Oklahoma Cop
Kenan Thompson ...Lewis
Kel Mitchell ...Martin
James Rebhorn ...President Signoff
David Alan Grier ...Measures

35 years after The Rocky and Bullwinkle Show's cancellation, our two TV heroes have been living off the finances of their reruns on TV. To make matters worse, Rocky has lost his ability to fly, and the trees in Frostbite Falls have all been cut down. Meanwhile, over in Pottsylvania, home of Rocky and Bullwinkle's arch enemies Fearless Leader, Boris, and Natasha, the Iron Curtain has fallen, leading the villains to leave Pottsylvania, and dig through a tunnel all the way to the TV of a Hollywood Producer, Minnie Mogul. She signs a contract, giving her the rights to produce the Rocky and Bullwinkle Movie, and accidentally pulls the three villains out of the TV, turning them into humans! Now, they have an evil plan to hypnotize America, using RBTV (Really Bad TeleVision), making everyone's mind mush, so he can go on to the TV, and get everyone to vote him President of the USA! However, new FBI Agent Karen Sympathy has an assignment--get the only ones who could ever defeat the villains- ...

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