Director:	Don Bluth
Star:	Bebe Neuwirth (Anabelle),  Sheena Easton (Sasha LaFleur),  Dom DeLuise (Itchy Itchiford),  Ernest Borgnine (Carface Caruthers),  Charles Nelson Reilly (Killer),  Steven Weber (Charlie B. Barkin)
Guest Star:	Loni Anderson (Flo),  Vic Tayback (Carface),  Melba Moore (Anabelle),  Burt Reynolds (Charlie B. Barkin),  Ken Page (King Gator)

Charlie's "Girlfriend" Flo and the King Gator only appear in this movie. (edit) Itchy & Killer's voice are the only carry-overs to later. Dom Deluise has played Itchy in both movies and the series and Charles Nelson Reilly has played Killer in the first movie and in the series (Killer was not in the second movie). Other than those two, the cast for the first movie is completely different than in the later one/series. (edit) This movie seems to have a "darker" approach than the cheery-style of the later movie/series. Darker as in darker plot, since it's centered mainly around greed, death, and revenge. Also, there's a few words that Charlie says in that movie that wouldn't be considered "for all ages". Namely, "damn" (when he's dead) and "bimbo" (when he's telling Anne-Marie the story of Robin Hood) (edit) This movie takes place in 1939 New Orleans around Mardi Gras. The 2nd movie and the series all take place in "modern day" (1996-1998 basically) San Francisco. (edit) Although Anabelle only appears for a short time in this movie, you can note many obvious differences. First off, in ADGTH, she was voiced by Melba Moore, while in the rest she is voiced by Bebe Neuwirth. In ADGTH, her body is a lot more slender and sleek, and her face seems much more childish than in the later ones. (edit)

Killer: (after he realizes that Charlie is out of the pound, he enters Carface's office) It's him, Boss. I don't get it! Look, Mr. Carface, Boss, I know what you're thinking, but I don't know nothin' about this. We set him up for good!
Carface: Killer.
Killer: Uh-huh.
Carface: I do not wish that I should share 50% of the business with my partner, Charlie.
Killer: You want that I should go squeeze his head with the pliers?!
Carface: Killer. Killer!
Killer: Uh-huh.
Carface: That is no way to treat an old friend. Friends must be handled in a friendly and business-like... way! (edit) Itchy: (embraces Charlie after he's returned from Heaven) I'm so happy to see you, Charlie!
Charlie: Shh! Itchy, shut up!
Itchy: You don't know how much I missed ya! I said, "Boss...!"...
Charlie: SHUT UP! You want the whole world to know I'm back?! You thought I was dead. So will Carface. That dirty rat killed me. Ah! He tried to kill me. But I'm gonna make him pay!
Itchy: Oh, no, Boss. We don't wanna do that.
Charlie: Yeah, we do! Listen, Itchy, I was always the brains of the outfit, wasn't I?
Itchy: Yeah.
Charlie: Well, when I left, he shoulda gone under!
Itchy: That's it, Boss. We'll go under. Deep. Deep under. They'll never find us again.
Charlie: No, I don't wanna go under. The operation grew. It got bigger. And bigger! And now he doesn't wanna share.
Itchy: That's it, Boss. We could share a nice little place in the Himalayas.
Charlie: I hate the Himalayas.
Itchy: Wait a minute. They got gambling. They got races.
Charlie: So what?
Itchy: Well, they even got a town called Tibet. You know, "To Bet"? (laughs) Listen, Boss, we could nab us a few llamas, a couple of mountain goats, open a track of our own. Boss...
Charlie: You know, he's got somethin' up his sleeve.
Itchy: Yeah, a gun!
Charlie: And when I find out what it is, I'm gonna ruin him! I'm gonna make him suffer. SLOW! He'll be beggin' for mercy!
Itchy: Well, I'm beggin'. But I'm beggin' that we get outta here. Listen, Boss, Carface has got thugs, and they got muscles. Knives! and he's got a monster in his basement!
Charlie: (after crushing a can) What?
Itchy: And, Boss, THEY FEED IT!!
Charlie: Monster?
Itchy: Yeah! Monsters! I said "Monster"!!
Charlie: Monster?!
(thunder crashes; Charlie has an idea)
Charlie: Hmmm... (laughs)! (edit) Itchy: (whimpers) Charlie. Charlie! No. Eh... Hey, look out! Charlie, no!
(he imagines that Carface is choking him by the neck)
Itchy: NO!!!
Charlie's voice: Itchy, it's okay. It's okay, little buddy. It's me, Charlie!
(Itchy opens his eyes to see that is really is Charlie)
Itchy: Oh! Charlie! Charlie, it's you! I-- I saw Carface, and he was chokin' me! He was grabbin' my neck, and then... Oh, hi, Charlie.
Charlie: (laughs) Hi.
(Itchy screams loudly)
Charlie: SHH!!!
Itchy: Charlie! I've been wrong! You're a ghost!
Charlie: Itchy.
(Itchy runs past Charlie and barks)
Itchy: Get back! Get back! Don't hurt me! Here! Take my 9-piece ratchet set.
(he throws his ratchets at Charlie but misses)
Itchy: (throws his oil can at Charlie, but misses again) My oil can! Hey! Don't go 'way, widdout my Rolls-Royce Hood Ornament! HYAH!
(he bangs Charlie on the head with said tool, but Charlie shakes it off)
Charlie: I'm not a ghost! I'm not dead!
Itchy: Please! I got a bad back. Uhh... Don't touch!
(Charlie clutches Itchy's mouth)
Charlie: Quiet! Itchy, I'm not a ghost. I'm not dead. Now, be quiet. I'm gonna take my hand away from your mouth, and you're gonna be quiet. Aren't ya?
(Itchy nods nervously)
Charlie: (chuckles and lets go of Itchy) That's my pal.
(Itchy screams again)
Charlie: WILL YOU SHUT UP?! Itchy! I'm alive! (extracts a flea) Lookit! Lookit! Do ghosts have fleas?
Itchy: No. Ghosts don't have fleas.
Charlie: Right.
Itchy: Charlie? Charlie, it's really you. Oh, Charlie. But I saw the car...
Charlie: I know.
Itchy: And the river...
Charlie: I know.
Itchy: And your lifeless body... Flyin' through the air. Oh, Charlie.
Charlie: Itchy, what can I say? (laughs) It wasn't my time. (edit) You Can't Keep a Good Dog Down

Charlie: Oh, you can't keep a good dog down.
Itchy: No, sir!
Charlie: No, you can't keep a good dog down.
I seen pain and hurt.
Itchy: That's right.
Charlie: I've eaten dirt!
Itchy: That's true.
Charlie: It's hard to buy, but even I've been jilted by a skirt.
Itchy: He lies!
Charlie: But look how I'm still around.
Itchy: Ha-ha!
Charlie: Cause you can't keep a good dog down!
Itchy: You can't keep a good dog down.
Charlie: No, you can't!
Itchy: No! No! No! You can't keep a good dog down.
Dog: Preach it, brother!
Charlie: I've been bought and sold.
Itchy: He's been warm and cold.
Dog: Me, too!
Charlie: But 10 to 1, I'll still be runnin' rackets when I'm old!
Itchy: Not in some page in the city pound.
Both: Cause you can't keep a good dog, can't keep a good... I say, you can't keep a good dog down!
Itchy: In him's the luck of the Irish.
Charlie: Ze pride of the Germans!
Itchy: Even... Ha-ha! ...A bit of Siam!
Charlie: Siam? You've seen the calm of the English.
Itchy: The charrrrrrm of the Spanish!
Charlie: The pedigree is certainly ain't what I am!
So call me a mixed-up pup.
Itchy: You're a mixed-up pup!
Charlie: But the only way this pup knows is UP!
Itchy: Okay, boys! Come on! Come and get him! Get his legs. Lift him up. Come on! Get you're hands in!
(he and Charlie get lifted up)
Itchy: UP! UP! UP! C'mon!
All: No, you can't keep a good dog dow-ow-ow-ow-own. You can't keep a good dog dow-ow-ow-ow-own!
Itchy: He's been fat and thin.
Charlie: I've been out, been in.
Itchy: He tried to life a virtue...
Charlie: But prefer a life of sin.
Both: So tonight, man, we own this town!
Charlie: I've known hunger. I've known thirst.
Lived the best and seen the worst.
But the only way I know to finish
is to finish first!
Charlie and Itchy: So watch out when you hear this sound!
(all dogs howl)
Charlie and Itchy: Cause you can't keep a good dog... No, you can't keep a good dog... Say, you can't keep a good dog down!
(all dogs join together)
All: You can't... keep a good... dog...
DOWN!!!!!!!!!!!!!!!!!!!!!!!!!!!!! (edit) Itchy: You're in love with the girl. Y-y-you've gone soft. You care about her.
Charlie: Look, I don't care about the girl! I tell her things now and then. I pretend to be her best friend, but it's baloney!
Itchy: I thought I was your best friend.
Charlie: You are my best friend! With her, it's just business. It's always been business. I'm usin' the girl. And when we're done with 'er, we'll dump 'er in an orphanage! Is that okay with you?!
Itchy: Sure, boss. Anything you say. (edit)

This episode does not have any trivia. Add some now!

None: Burt R. Barkin/Loni A. Bowzer
Though it's very hard to notice, in Anabelle's book of judgement you see a picture of Charlie's parents.

His Mother is named "Loni A. Bowzer". That is a reference to the actress, Loni Anderson (Loni A.), who played Flo in this movie.

Charlie's Father is named "Burt R. Barkin". That is a reference to the actor, Burt Reynolds (Burt R.), who played Charlie himself in this movie. Coincidentally, Charlie's Father's first name is Charlie's middle name, making his full name "Charles Burt Barkin", though he abbreviates it to B. (edit)