My Fair Brainy!/The Cat That Cried Woof! is the third episode of Pinky, Elmyra and the Brain. It originally aired on October 3, 1998. Both cartoons in this episode were animated by Wang.
My Fair Brainy![]

Plot[]
In a spoof to My Fair Lady, the Brain devises a plan to take over the world through outer space. To get there, he enters Elmyra in a contest to be the first child aboard a space shuttle.
Crew[]
- Written by Doug Langdale
- Directed by Nelson Recinos
Songs[]
Trivia[]
- The episode's title and its plot reference the 1964 musical film My Fair Lady.
- The "Tellechubbies" show that Pinky and Elmyra are watching at the beginning is a spoof of Teletubbies.
- The show had previously been mentioned in the prior episode.
- Pinky compares Elmyra's seeming computer advancements to Kurt Russell's character Dexter Reily in the 1969 Disney film The Computer Wore Tennis Shoes.
The Cat Who Cried Woof![]

Plot[]
The Brain creates a formula that makes Elmyra's cat, Mr. Pussy-wussy, think he is a dog.
Crew[]
- Written by Wendell Morris and Tom Sheppard
- Directed by Nelson Recinos
Trivia[]
Production Notes[]
- Hulu and HBO Max feature an incorrect label for the The Cat Who Cried Woof! segment.
- On Hulu, the episode is capitalized incorrectly as the Cat Who Cried Woof, and lacks the exclamation mark.
- Despite HBO Max correcting the capitalization error, the title still lacks the exclamation mark.
Cast[]
Voice Actors: | Character(s): |
Rob Paulsen | Pinky |
Maurice LaMarche | The Brain |
Cree Summer | Elmyra |
Nancy Cartwright | Rudy Mookich |
Frank Welker | Mr. Pussy Wussy |
Ed Begley Jr. | Lloyd Oldtire |
Tress MacNeille | Maria Maria |