The (very loose) film adaptation of an offshoot of the Flaming Carrot comics, Mystery Men tells the story of a bunch of loser superheroes, constantly overshadowed by the big-name, big-ego Captain Amazing (Greg Kinnear). While the Trio of Blue Raja (Hank Azaria), Mr. Furious (Ben Stiller) and The Shoveler (William H Macy) try desperately to get themselves taken seriously, Captain Amazing laments the lack of decent villains for him to fight.

But after Super Villain Casanova Frankenstein (Geoffrey Rush) gets released from a mental institution -- thanks to the machinations of Captain Amazing himself, who is rapidly losing his corporate sponsors due to his crime-free city -- it's no time at all before he's gathered the local gang leaders (including Eddie Izzard), built himself a super weapon, the Psycho-Fraculator, and captured Amazing.

The not- exactly- kinda- eponymous characters are left needing to recruit Champion City's other underdog supers, including The Bowler (Janeane Garofalo), The Spleen (Paul Reubens) and Invisible Boy (Kel Mitchell), train under the enigmatic tutelage of the Sphinx (Wes Studi), using weapons created by Mad Scientist/Gadgeteer Genius Dr. Heller (Tom Waits) in order to save the day.

Mystery Men is an Affectionate Parody of superheroes, with bizarre powers and an odd look at (and much Lampshade Hanging on) various conventions of the Superhero Genre, and how they would fit into normal life.

  • Action Girl: The Bowler
  • Actor Allusion: Several.
    • Eddie Izzard makes a reference to "the god of haircare". In his Stand Up Comedy routine, he mentions that the Romans previously had crappy gods, like Simon, the God of Hairdos.
    • Captain Amazing's agent objects to Amazing's recent activities, complaining, "I'm not a magician!" The actor, Ricky Jay, is in fact a famous card magician.
    • And depending on your interpretation, there could be something significant about Michael Bay being cast as the leader of the Fratboys gang ("Can we bring the brewskies?")
  • Adapted Out: Despite being in the original comics, the Flaming Carrot does not appeared in film version.
  • Aerosol Flamethrower: Tony P. uses what appears to be a custom one of these in his final confrontation with the Bowler.
  • Ain't Too Proud to Beg: Captain Amazing, who has the best reputation of all heroes, actively bargains to be the villain's assistant upon capture.
  • Alas, Poor Yorick: Carol carries Carmine's skull around with her in a bowling ball.
  • All Girls Want Bad Boys: Parodied/subverted - Roy (a.k.a Mr. Furious) would very much like to be a bad boy, and struts around making a fool of himself acting like one in the hope of impressing Monica, the waitress on whom he has a crush. Monica, for her part, is never anything less than dismissive of him... until the point when he finally just starts acting like the sweet Nice Guy he ultimately at heart is, at which point she begins to warm to him.
  • All-Star Cast: Ben Stiller, William H. Macy, Greg Kinnear, Geoffrey Rush, Paul Reubens, Hank Azaria, Janeane Garofalo, Kel Mitchell, Eddie Izzard, Tom Waits... maybe this is why the title of the song Smash Mouth made accompanying the film is "All Star".
  • Ambiguously Gay: The Blue Raja. Not only is his mother discovering his superhero identity played like a coming-out story, when the two Wonder Woman-esque women start catfighting, all of the other men are staring with interest and he just sort of looks vaguely annoyed and confused.
  • Are You Pondering What I'm Pondering?: Used to subvert a Title Drop, as they try to think up a team name.
  • Ascended Fanboy: Invisible Boy. At the start, he's part of a network of super wannabes that gravitates around a costume store catering to people like them.
  • Awesome McCoolname: Casanova Frankenstein. In fact, according to the DVD extras, he was chosen because he had a cool-sounding name.
    • Mr. Furious briefly attempts to convince his crush that his name is Phoenix Dark, before admitting that his name is actually Roy. Its part of his super hero 'image' as a Hot-Blooded brawler.
  • Badass Longcoat: Mister Furious wears a black overcoat, drives a black motorcycle and refers to himself as the "lone wolf".
  • Badass Normal: The original trio.
  • Bedlam House: The asylum that Casanova Frankenstein is locked up in.
  • Becoming the Boast: Mr. Furious supposedly has the superpower of rage-induced super-strength, but, when called on it near the end of the film, he reveals it's all an act. However, when rescuing the Love Interest from the clutches of the Big Bad, he becomes genuinely furious, genuinely gains rage-induced super-strength, and starts kicking ass.
  • Berserk Button: Most of the characters. Subverted with Mr. Furious, who acts like everything will set him off in a blind rage.
    • To be fair, we see in later scenes that their guns do seem to be gold-colored.
  • Breakaway Pop Hit: "All Star" by Smash Mouth was one of the most popular songs of 1999 and appeared on the Mystery Men film and soundtrack months before the release of their album Astro Lounge. Its high-concept video features all the main cast members of Mystery Men...who were then later cut out after the song far eclipsed the movie in popularity. "All Star"'s subsequent appearance in dozens of movies in the next few years only muddied the waters of its original origin.
  • The Cameo: When Casanova Frankenstein gathers the various gangs of Champion City together in an attempt to unite them, the leader of "The Frat Boys" is played by Michael Bay.
    • "The Waffler" from the superhero tryout scene is played by a pre-fame Dane Cook.
    • Pencil Head is played by Doug Jones.
    • The gang "The Not-So-Goodie Mob" is played by the Goodie Mob.
    • Dana Gould as Squeegee-Man.
  • Capital City: Champion City.
  • Captain Ersatz: Captain Amazing has obvious Batman/Bruce Wayne elements with references to Superman. He's a billionaire lawyer who is secretly a vigilante crimefighter who uses glasses as a mainstay of his disguise.
  • Captain Ethnic: White Flight and the Black Menace. ("They work together.")
  • Card-Carrying Villain: All the bad guys.
  • Chain Pain: One of the disco gang has a chain for a weapon. Mr. Furious hangs a lampshade on this when he asks why it isn't at least a gold chain.
  • Chekhov's Gun / Deleted Scene: Dr. Heller's Tornado-in-a-Can was intended to be a Chekhov's Gun but ended up on the cutting room floor. Rather than throw The Bowler's bowling ball into Casanova Frankenstein's machine to destroy it, the alternate scene shows them throwing a Tornado-in-a-Can into it instead. The effect for this can still however be seen in the theatrical release; just after they toss the bowling ball in and it does its damage you can see the green swirling smoke coming out of the hole.
  • Chekhov's Skill: Just about everything The Sphinx teaches the heroes (that stayed through training) is useful at the end, including the group hug.
  • City of Adventure: Champion City, played completely straight.
  • Civvie Spandex: Most of the group wears their "costumes" all the time (The Shoveler even using his uniform from his job as a miner), especially Invisible Boy, who until the end doesn't even come close to having a costume.
  • The City: Champion City.
  • City Noir: Parodied.
  • Clark Kenting: Lampshaded with Lance Hunt as Captain Amazing.

The Shoveler:"Oh, don't start that again! Lance Hunt wears glasses. Captain Amazing doesn't wear glasses."
Mr. Furious:"He takes them off when he transforms."
The Shoveller:"That doesn't make any sense. He wouldn't be able to see!"

  • The Comically Serious: The Shoveller, with a pitch-perfect straight-faced delivery from William H. Macy.
  • Companion Cube: Carmine's skull-in-a-ball. He argues with his daughter constantly.
  • Cool Car: The Herkimer Battle Jitney. The "most advanced non-lethal vehicle ever made!"
    • Also Casanova's limo.
  • The Coroner Doth Protest Too Much: Carmine The Bowler's death was officially ruled as an accident.
    • Tony P refers to himself as "the guy who gave your Daddy the shaft" suggesting that the coroner's report was and correct and that Carmine's death was murder.
  • Corporate-Sponsored Superhero: Captain Amazing may well be the Trope Maker, and provides the page image.
  • Crippling Overspecialization: The Blue Raja only works with non-bladed cutlery.
  • Dude, Where's My Respect?: Mr. Furious throughout the film.
  • Emergency Weapon: The shoveler, sans shovel, deflects an attack with a trowel.
  • Empathic Weapon: Carmine, though The Bowler ends up arguing with him more often than not.
  • Enforced Method Acting: When The Bowler examines the charred, mutilated and partially inside-out corpse of Captain Amazing the actress didn't know that his arm would break off as she tried to take its pulse.
  • Enlightenment Superpowers: The Sphynx. He can cut guns in half with his mind because he's a 'terribly mysterious' mystic.
  • Everything's Funkier With Disco: Casanova Frankenstein's mansion and main gang all revolve around disco.
  • Evil Is Not a Toy: Captain Amazing only wants a better villain to fight, but Casanova Frankenstein quickly gets the upper hand.
  • Exotic Weapon Supremacy: Pretty much everyone, though for added flavor there's a weapon designer (Tom Waits!) who specializes in these.
  • Fake Nationality / Fake Brit: The Blue Raja, but it's part of his schtick.
  • False Reassurance: When the Blue Raja asks if the Bowler really put her father's skull in her ball, she assures him she didn't -- the guy at the pro shop did.
  • Fartillery: "The Spleen," forevermore he who dealt it.
  • Five-Man Band
    • The Hero -- The Shoveler, who is by far the most heroic.
    • The Lancer -- Mr. Furious who contrasts The Shoveler's levelheadedness and fights with his bare hands.
    • The Smart Guy-- The Blue Raja with his vast array of specialized forks and well-researched back story.
      • The 'Big Three' also form a classic Power Trio - Shoveller as Ego, Blue Rajah as Superego and Mr. Furious as Id.
    • The Big Guy -- The Spleen. The most powerful of the group and most willing to use it.
    • The Face, three varieties:
      • The Heart Invisible Boy. The most idealistic of the group and can network with other wannabes.
      • The Mentor -- The Sphinx
      • The Chick-- The Bowler as the lone female.
    • Sixth Ranger -- Dr. Heller, also The Smart Guy.
  • Fork Fencing: The Blue Raja.
  • Gadgeteer Genius: Heller. He makes cutting edge nonlethal weapons in his trailer.

The Shoveler: Doctor, you really are a genius.
Dr. Heller: That's what the card says.

  • Gang of Hats: The Disco Boys are most obvious, but all the gangs in Champion City appear to have some quirk.
  • Gasshole: The Spleen (see Fartillery above).
  • Happily Married: The Shoveler and his wife may feud over his heroing, but they worry because they love each other.
  • Heroic BSOD: After his romantic interest tries to convince him to be himself rather than conform to his 'angry' theme, Mr. Furious takes this to mean that he has no powers. .
  • Heroic Sacrifice: It seemed that Carmine was going to do this at the climax of the movie. Subverted in that A.) He was already dead (a fact that was lampshaded) and B.) It turns out at the end that he 'survived', somewhat to the annoyance of the hero wielding him.
  • Huddle Shot: Group hug!
  • I Call It Vera: Justified in the case of The Bowler, who calls her bowling ball Carmine - because it's possessed by the spirit of her father Carmine (and contains his skull). It talks back, although only she can hear it.
  • Ice Cream Koan: Most of The Sphinx's teachings.
    • The pinnacle:
      • Furious eventually gets Genre Savvy enough to call the Sphinx on one of these.

The Shoveler: Doctor, you really are a genius.
Dr. Heller: That's what the card says.

    • Captain Amazing says this word for word when asked why he saved the nursing home.
  • Jerkass: Captain Amazing.
  • Jive Turkey: Dropped by, of course, the disco gang.
  • Karmic Death: .
  • Legacy Character: The Bowler; her father was a very well-respected superhero before her. Bad guys derisively call her "Baby Bowler" because of this.
  • Let's Get Dangerous: Effectively summarizes the premise of this movie.
    • Given a lampshade in the final battle sequence:
  • Negate Your Own Sacrifice: The Bowler throwing her ball (containing the spirit of Carmine the Bowler) into the Psycho-Frakulator.
  • Never Trust a Trailer: In one HBO trailer, as the narrator starts with saying something evil is brewing, we get to see a creepy closeup of a man screaming or laughing in the midst of some vortex. It must be important!
  • Nice Character, Mean Actor: Captain Amazing. Which is to say that the "real" Captain Amazing is kinda a jerk, despite his heroic reputation.
  • Nice Hat: The Shoveler
  • Nice Job Breaking It, Hero: When they
  • Nice Job Fixing It, Villain: .
  • Nineties Anti-Hero: Parodied -- Roy wants to be one of these so very, very much.
  • Non-Indicative Name: A lot of people wonder why the Blue Raja doesn't wear blue.
  • The Nudifier: One of Heller's weapons causes fabric to shrink. When used on a gang of scantily-clad women, it incapacitates them... and makes Mr Furious feel like his trousers are a little tight, too.
  • Only Sane Man: Mr. Furious is the only one who thinks that Lance Hunt is Captain Amazing. He's also the only one who sees that the Sphinx just makes up his "mysterious" sayings by rearranging the words.
  • Our Founder: A gigantic neon-lit statue of Captain Amazing.
  • Performance Anxiety: Invisible Boy can only turn invisible when no one is looking at him.
  • Perplexing Plurals: Captain Amazing comments to Casanova Frankenstein that they have always been each other's greatest "nemisises..nemisi..." (It's "nemeses".)
  • Plot Tailored to the Party: The assault on Chez Casa Casanova. From Invisbility to magic bowling balls to fork throwing etc, everyone's powers are used to solve some problem or obstacle.
  • Poor Communication Kills: Literally, when .
  • Power Walk: Played straight, then parodied as Mr. Furious doesn't feel powerful enough to continue, and turns around. The two nearest just hook him under the arms and keep walking, dragging him along without even turning their heads.
  • Pre-Ass-Kicking One-Liner: Parodied constantly. The Blue Raja even rehearses them in his room.
    • Mr. Furious is constantly trying to come up with these, but as the Bowler accurately points out 'your wit is a hindrance, so nothing is provocative -- it's all mixed metaphors." He does, however, manage to come up with a pretty good one when he finally gets dangerous:

Mr. Furious: Someone must have ripped the "Q" section out of my dictionary, 'cause I don't know the meaning of the word "quit"!
  • Rummage Sale Rejects
  • Running Gag: "Why don't you tell me?" "Why don't you tell me?"
    • Also the heroes completely failing to agree on a name for their gang, leading to a subverted Title Drop at the end.
  • Sassy Black Woman: The Shoveler's wife.
  • Scenery Porn: If you liked Blade Runner's futuristic Los Angeles, you'll love this.
  • Shoe Phone: Played with in the scene where Captain Amazing initially confronts Casanova Frankenstein and tells him to deactivate a variety of weapons hidden in normally benign objects, only to be snared by .
  • Shout-Out: The scene where Casanova Frankenstein gathers the various gimmicked gangs of Champion City together at his mansion in an effort to unite them all under his rule, culminating with the rousing cry, "Can you dig it?" is a shout out to The Warriors.
    • Roy does a Six Million Dollar Man slow-motion jump, complete with the iconic sound-effect.
    • Roy also at one point counterquips Casanova with "Don't correct me. It sickens me."
    • The Shoveler's Rousing Speech is reminiscent of the 'band of brothers' speech. "We will show our scars with pride" indeed.
  • Shovel Strike: The Shoveller.
  • Shrouded in Myth: The Sphinx's main power. Literally. (Mind you, his other power is chopping guns in half with his mind.)
  • Storming the Castle: The attack on Casanova's mansion.
  • Skyward Scream: Mr. Furious does this when he's trying (and failing) to invoke Unstoppable Rage.
  • Spandex, Latex, or Leather: Mostly spandex.
  • Superhero
  • Supervillain Packing Heat: The Disco Boys, to our heroes' great amusement.
  • Super Strength: Mr. Furious, but only when his Unstoppable Rage really has kicked in. It's stated he once pushed a bus all on his own (despite him making excuses due to presently suffering a Heroic BSOD at the time). .
  • Super Zeroes: Of the "zero to hero" kind.
  • That Poor Cat: Happens while The Blue Raja is using a dartboard for target practice.
  • Technical Pacifist: Doctor Heller, who designs nonlethal weapons, such as the "Shrinker" (which causes the target's clothing to contract painfully tight) and the "Blame-thrower" (which starts arguments).
  • This Looks Like a Job For Aquaman: Played with for Invisible Boy. He can only turn invisible when no one is looking at him, which seems useless Which is not exactly uncommon, really.
  • Throw It In: A workman on the set threw a disposable lighter into a trash can, not realizing it was a prop that would later be set on fire. The lighter exploded during a take in a sudden burst of flame behind Paul Rubens (The Spleen) who improvised the famous "Excuse me" line. This was deemed to be hilarious so they kept it in the movie.
  • Title Drop: See Are You Pondering What I'm Pondering?, above.
  • Tom Waits: Plays Dr. Heller, in case you missed it.
  • Took a Level in Badass: Everyone, after meeting The Sphinx.
  • Trick Bomb: A tornado in a can.
  • TV Never Lies: Parodied during a conversation between Mr. Furious and Monica the waitress:
    • Counts as a Crowning Moment of Awesome when .
  • Victory Is Boring: After putting away every supervillain in the city, Captain Amazing is left with only incompetent gangs of thugs, which prompts him to get Casanova Frankenstein released.
  • Wax On, Wax Off: Parodied when the Sphinx trains the eponymous squad with a series of bizarre physical feats justified by odd wordplay, as seen in this exchange:

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