Encyclopedia SpongeBobia
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Encyclopedia SpongeBobia
If you were looking for the article about the sea spider, then see Mildred.
If you were looking for the article about her Binary Bottom counterpart, then see Lady Upturn robot.
I am offended!
 
— Lady Upturn's catchphrase
Character

Lady Upturn[1][2][3][4] CCCXXXIII (333rd), known as Ms. Mildred in "Krusty Katering,"[5] is a rich woman with a posh accent who first appears in the episode "Krusty Katering."

She is the owner of the Upturn's department store, an art museum, and lives in a mansion that is shaped like a purse with high-class jewelry on it. She also owns three pets; a worm named Fifi, another unnamed worm, and a snail, with all three pets having similar hairdos to hers.

Lady Upturn reappears in the spin-off Kamp Koral: SpongeBob's Under Years, where she is renamed Missy Upturn. She is a junior camp counselor and is one of the rich campers residing in Kamp Koral's Yacht cabin, alongside Roh and Rea. She is also a recurring character in The Patrick Star Show.

Description[]

She has light pink skin, a dark blonde wig, lavender eyeshadow and dark pink lipstick. She wears a dark blue dress with a light blue boa, gold bracelets and often carries around a purse with a small gold clamshell on it. She also wears blue high heels with light blue stripes.

In Kamp Koral: SpongeBob's Under Years, she wears a white shirt with a red kerchief, navy blue shorts and red high heel boots with white socks. She has a brown belt with a large golden buckle, a bright blue beaded necklace and two gold hoop bracelets.

Starting with "Wise Kraken," Lady Upturn is given a catchphrase: "I am offended!"

Role in series[]

SpongeBob SquarePants[]

"Krusty Katering"[]

After SpongeBob, Patrick, Squidward and Mr. Krabs leave the children's birthday party they catered, they see Lady Upturn looking at their truck and she asks them if they are the caterers for her party. Mr. Krabs lies and says they are, and she pays him $50,000 in advance for the services.

At the party, she warns Mr. Krabs about the food service getting out of control and she later becomes angry when a food fight breaks out, before being hit with food and joining the fight.

At the end of the episode, she and two other kids are seen bouncing on SpongeBob, who has transformed into a bouncing house.

"Moving Bubble Bass"[]

When SpongeBob and Patrick are moving Bubble Bass' boxes to his grandmother's house, they encounter Lady Upturn exiting the Jewelry Store and she refuses to move out of their way. When they lose control of Bubble Bass' belongings, Lady Upturn walks on a run-over Patrick, leaving her shoe in his mouth. She’s soon run over twice by the wagon and Patrick walks on her, leaving her shoe in her mouth.

Later, when SpongeBob and Patrick are hanging from the remains of the bridge, Lady Upturn walks on the bridge's rope towards the two, which, along with three babies, weighs the rope down to the ground. She hits Patrick on the head with her shoe and walks off the rope, flinging SpongeBob, Patrick and the wagon of boxes into the air.

"The Ballad of Filthy Muck"[]

Lady Upturn is one of the several fish to run out of the Bistro when Filthy Muck and Little Yuck are inside eating food.

"Gary's Got Legs"[]

When SpongeBob and Gary are walking around in the Snail Park, Gary flirts with Lady Upturn's snail. When her snail responds, Lady Upturn glares at her pet in annoyance.

"SpongeBob's Bad Habit"[]

She appears as one of the customers in the Krusty Krab, where she’s hit in the face by SpongeBob's fingernails spat out by Incidental 41, clamping her eyelids shut. When she opens her eyes, she holds up a mirror and realizes that she now has fingernail eyelashes. Her appearance causes the mirror to shatter, making her scream in horror.

"A Place for Pets"[]

She first appears as a customer in the Krusty Krab, feeding her worm Fifi a Krabby Patty. Squidward notices this and tells Upturn that she can't bring her pet into the restaurant, and Mr. Krabs agrees, pointing out the "No Pets Allowed" sign. Lady Upturn goes to leave and comments that she'd pay double the price just to feed her pet, making Krabs abolish the no pet policy, much to Upturn's delight.

She’s later seen at the end of the episode, where she’s once again feeding Fifi a Krabby Patty.

"Squidward's Sick Daze"[]

She’s one of the many Krusty Krab customers who annoys Squidward during his nightmare.

"There Will Be Grease"[]

She’s part of the crowd watching Mr. Krabs and Plankton sing "Everything Juice," where she asks to buy all of their Everything Juice.

"Food PBFFT! Truck"[]

SpongeBob and Squidward stop by her mansion to try and sell her Krabby Patties. However, she refuses due to how cheap the food is and calls for a canapé truck that pushes the two away.

"Upturn Girls"[]

She first appears after Narlene rips off the door to Upturn's and is then accidentally flattened by it. Pearl apologizes for Narlene's behavior and shows Lady Upturn Mr. Krabs' diamond unlimited credit card, causing her to let the two off with a warning.

Lady Upturn later appears after all the security guards corner Narlene and Pearl at the store's entrance, where she states that the two will never shop at Upturn's again. She and her security guards then follow the two to the store's roof, where Upturn comments that Narlene is especially unwelcome. Pearl sticks up for Narlene by calling Lady Upturn a snob, before using Narlene's gum and to try to escape.

When the guards stop Pearl and Narlene from escaping, Pearl throws Mr. Krabs' credit card off the building to distract them, with Lady Upturn diving off the building to retrieve the card.

"Say Awww!"[]

She appears as one of the characters in the pyramid trying to escape Q.T.-π.

"Arbor Day Disarray"[]

Lady Upturn leaves a complaint about her Krabby Patty. Mr. Krabs' tree then responds with an insult, offending Upturn.

"Ain't That the Tooth"[]

SpongeBob and Patrick sneak into her mansion to steal one of her teeth, while Dorsal Dan attempts to rob her safe full of jewels.

"Ma and Pa's Big Hurrah"[]

She and the rich patron appear in the hotel that Harold and Margaret are skating in, where they notice the knocked-out bellhop and retreat back into the elevator.

"Mandatory Music"[]

Upturn attends Squidward's concert at the park. Upon hearing his bad playing, she exclaims "My ears are offended!" and covers her head with her pet, Fifi.

"SpongeChovy"[]

Upturn is taking Fifi for a walk when she sees a swarm of faux-chovies. She asks them to step aside, but they overwhelm her and turn her into a faux-chovy as well.

"Necro-Nom-Nom-Nom-I-Con"[]

She is seen eating a bread dessert, which apparently was made from a spooky spell. This made her hair and her butt grow bat wings, making her realize she was heavily offended. Later, the breakfast monster appears to gobble her and the customers all up, but they later went back to normal after the breakfast monster was defeated thanks to SpongeBob.

Kamp Koral: SpongeBob's Under Years[]

"Tag, You're It"[]

She appears during the montage of the tagging song, where she’s tagged by SpongeBob. Missy quickly gets fed up with him and whacks him away from the Yacht cabin with a golf club.

"Cabin of Curiosities"[]

When SpongeBob and Patrick try to make friends for a badge, they go to Missy and the other Yacht cabin campers, who assume being friends with the two will cost money and proceed to pile cash and other valuables onto them. However, SpongeBob states that their friendship is free, shocking the Yacht campers and causing Missy to shoo them away in disgust. Mr. Krabs then jumps into the money pile and asks to be the Yacht campers' friends, but Missy denies him and presses a button, blowing up Mr. Krabs and the money.

"Hot Pearl-tato"[]

As Mr. Krabs is finding someone to babysit Pearl, he realizes that the Yacht campers would be responsible enough and gives Pearl to Missy. Missy tries to pawn off Pearl to Regigille, who refuses, so she goes inside and shows Pearl to Roh and Rea. Pearl then bites Missy's bead necklace and spits a bead that hits Missy, so Missy deems Pearl uncouth and gives her to Bubble Bass.

Later, Missy exits the Yacht cabin just as Mr. Krabs arrives to collect Pearl. Krabs gives Missy a badge for her efforts and as he leaves, Pearl spits some beads into Missy's eyes. Krabs then notices SpongeBob and Squidward sleeping and chastises them for not being more like Missy, who retreats into the Yacht cabin in a huff.

"What About Meep?"[]

As Chovy walks around Kamp Koral, he passes by Missy and greets her with a "moop," startling her and making her back away.

"Pat's A Li'l Sinker"[]

When the other campers wonder why they weren't invited to the Dinghy campers' party at the bottom of Lake Yuckymuck, Missy comments that Upturns like her don't need invitations to parties, before diving into the lake and going to the party. She's later seen dancing at the party and is later put into the kiddie pool with the other campers as punishment for sinking to the bottom of the lake on purpose.

"My Fair Nobby"[]

After Nobby crashes into the Yacht cabin, SpongeBob and Patrick wonder why he hasn't come out yet. They look inside and see Missy teaching Nobby how to be civilized, slowly turning him into the snobby Nobert.

Missy is later seen in the Yacht cabin listening to Regigille's violin playing with Roh, Rea and Nobert, where she witnesses Narlene's grand reveal as a lady and Nobert revealing that his snobby persona was a prank on Narlene.

"Wise Kraken"[]

She’s one of the audience members at the comedy night, where she’s repeatedly offended by the low-brow humor from Shecky's joke telling, Narlene and Nobby's ventriloquism and Plankton's threats, before walking away in a huff. As she storms off the third time, she witnesses the wise kraken rise from Lake Yuckymuck and screams, alerting the others to the kraken's presence.

"Are You Afraid of the Dork?"[]

She’s one of the junior camp counselors that take part in the scary story telling competition, and is the second story teller. Her tale is of her waking up in the middle of the night and walking down the hallway to the kitchen, where she gets overwhelmed trying to make a sandwich, before being threatened by the various utensils in the kitchen. She ends her performance by showering the campers with sporks, and the lameness of her story drives the Flying Dutchman to interfere with the scary storytelling.

After telling a scary story about Bubble Bass, the Flying Dutchman is about to suck Missy into a scary story when she tries to bribe him with a billion dollars, which doesn't interest him. Missy then tries to bribe him with credit, which she calls "ghost money," which works, so she orders him a bank account with an unlimited supply of credit. Resulting in his ship to look like a cruise ship and his clothes that a Admiral would wear. Though thankful, the Flying Dutchman stills turns her into a badge.

After SpongeBob and Patrick inadvertently defeat the Flying Dutchman, Missy and the other junior camp counselors are released and land in the fire pit, causing them to catch alight and run around in panic.

"Camp Crossbones"[]

She’s one of the crewmates on Mr. Krabs' navy crew, where she makes Regigilled raise the sails for her. After Sandy and her pirate crew attack, Missy gets in a sword fight with SpongeBob and is defeated when he knocks off her wig. Missy and the rest of Krabs' crew later mutiny against him after learning he doesn't have any badges left.

"Kamp Kow"[]

She’s part of the angry crowd that complain about Lucky's appetite, stating that the cow ate her stock certificates.

"Helter Shelter"[]

SpongeBob gets reassigned to the Yacht cabin, where Missy hesitantly comforts him with a pat on the back when he cries from being taken away from his friends. SpongeBob's rambunctious behavior in the cabin upsets Missy, until SpongeBob shows a picture showing that she was just like him as a kid. Missy concedes and later lets him play polo with her.

"Reveille Revolution"[]

Squidward's bad clarinet playing leads Missy to call Regigilled into her bedroom to cover her ears. Later, she dances with Rea and Roh after being woken up by the anchovies.

"Regi-Hilled"[]

When Regigilled prepares an intricate breakfast for Missy, she has him dump it in the trash as she wants pancakes instead. While preparing the new breakfast, the tea Regigilled prepared for Missy drops two degrees from its perfect temperature, leading her to fire him. In his place, she hires SpongeBob as her new butler. While he prepares the tea well, he tastes it with his tongue before serving it, and Missy fires him. She goes to Narlene's cabin to get Regigilled back and enters a foot wrestling match against Narlene. While she loses, Regigilled is so moved that Missy wanted him back that he forgives her and goes willingly back to their cabin.

"The Perfect Camper"[]

Missy participates in the Kamp Koral Summer Games, but has Regigilled do most of the work for her. During a hang gliding portion, she lets her hair loose and it blinds Regigilled, causing him to crash into a coral tree.

The Patrick Star Show[]

"Pat-a-thon"[]

She makes a cameo as one of the people watching Patrick's telethon.

"Squidina's Little Helper"[]

She’s one of the people watching The Patrick Show!

"FitzPatrick"[]

She’s part of the audience watching The Patrick Show!, where FitzPatrick (disguised as Patrick) offends her with insults, electrocutes her with jellyfish and threatens to crush her under a boat. After Patrick takes his show back, he accidentally pulls out the cork keeping the boat afloat, making it sink and land on Upturn and the rest of the audience. She survives due to the hole in the boat, and celebrates by eating some of the boat's ice cream with Slappy Laszlo.

"Neptune's Ball"[]

Upturn watches Patrick's show, where she is offended by a whoopee cushion act he does. The resulting explosion from the cushions blows her into the air, leaving her purse behind. Patrick picks it up and, believing that the monogrammed "U" means it's for him, takes her invitation to King Neptune's castle.

The Star family are able to enter, but the bouncer prevents Upturn from getting in. She teams up with Tinkle, who was also denied entry, by painting him gold and hiding inside him. Upturn calls out the Star family for the mess they are causing, leading them to get escorted out. However, when King Neptune himself arrives, he states that he loves Patrick's show and physically tosses Upturn away.

When everyone parties at the Star house, Upturn is denied entry. However, Tinkle offers to take her in, letting Upturn join the fun with everyone else.

"Now Museum, Now You Don't"[]

Upturn hires Cecil as the night watchman for her museum. It is implied that she got the exhibits illegally. When Cecil and Patrick wreck the museum overnight, Upturn makes them re-enact the statues and art pieces for new visitors.

"10 & 1 Toilets"[]

In GrandPat's flashback, Upturn is one of the people watching the models on the runway. In the present day, she gasps in horror when she sees GrandPat naked.

Trivia[]

  • In "Are You Afraid of the Dork?," she reveals that her father owns a bank.
  • She has no dialogue in season 12, although she is heard screaming in "SpongeBob's Bad Habit."
  • During her first few appearances, she was shown wearing only one bracelet, and which arm it was on was inconsistent. Since "A Place for Pets," she has been consistently shown wearing bracelets on both arms.
  • Sirena Irwin has stated that Lady Upturn is one of her favorite characters to voice, and that she got the inspiration of Upturn's voice from a woman she overheard enthusiastically yelling "Look at 'em twirl!" whilst at Pasadena, California.[6]

References[]

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