Captain Underpants and the Invasion...

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Captain Underpants and the Invasion of the Incredibly Naughty Cafeteria Ladies from Outer Space
(and the Subsequent Assault of the Equally-Evil Lunchroom Zombie Nerds)
Captain Underpants Lunch Ladies.jpg
First edition cover
Author Dav Pilkey
Illustrator Dav Pilkey
Country United States
Language English
Series Captain Underpants series
Genre Children's novel, Humor, Science Fiction
Publisher Blue Sky (US)
Scholastic (US)
Publication date
September 1, 1999 (Black and White)
December 30, 2014 (Color)
Media type Print (Paperback)
ISBN 0-439-04996-2
Preceded by Captain Underpants and the Attack of the Talking Toilets
Followed by Captain Underpants and the Perilous Plot of Professor Poopypants

Captain Underpants and the Invasion of the Incredibly Naughty Cafeteria Ladies from Outer Space (and the Subsequent Assault of the Equally Evil Lunchroom Zombie Nerds) (abbreviated to Captain Underpants and the Invasion...) is the third book of the Captain Underpants series by Dav Pilkey.[1] The series of American children's books are about two fourth graders, George and Harold, and their mean principal Mr. Krupp, who can turn into Captain Underpants. It was published on September 1, 1999. It is the first book to feature the use of 'Extra-Strength Super Power Juice' (an invention of Zorx, Klax, and Jennifer, the antagonists of the book), which is used to give Captain Underpants super powers later in the book.


Zorx, Klax and Jennifer, three evil extraterrestrials, land on the school roof and plan to take over the Earth by finding a way into the school turning the students and staff into giant monsters. Meanwhile, George and Harold learn in science class about the effects of mixing baking soda and vinegar together (into a paper mache volcano). After messing with the teacher, they go over to George's house and decide to play a prank on the cafeteria ladies by giving them a fake recipe that involves mixing baking soda and vinegar. The recipe is disguised as a cupcake recipe with instructions to make a set of "Mr. Krupp's Krispy Krupcakes" for Mr. Krupp's birthday.

They enter the school and tape the recipe outside the canteen and the 2 go off to their lesson.The lunch ladies decide to surprise Mr. Krupp and make cupcakes for the entire school. As a result, they make a batch 100 times the intended size, and the school is flooded with green goop. Furious, the lunch ladies go to Mr. Krupp's office and instantly blame George and Harold for the incident ("But it wasn't even my birthday!"). Mr. Krupp explains that although he knows very well that the duo was responsible, he needs proof to punish them. Furious from past harassment by the two boys, the lunch ladies quit.

Soon after, Zorx, Klax and Jennifer come into Mr. Krupp's office very badly disguised as humans and apply for the vacant cafeteria job. Not suspecting anything, Mr. Krupp hires the three. As punishment for their antics, despite the fact that he still doesn't have any proof and that they did not mean for such a large batch to be mixed, Mr. Krupp takes away George and Harold's cafeteria food privileges and forces them to eat their lunch in Mr. Krupp's office from then on. ( It is unknown if Mr. Krupp checks their homework because he overhears them talking about not doing it.) The next day George and Harold enter Mr. Krupp's office to eat their packed lunches, unlike Mr. Krupp who had a banana as a healthy thing in his lunch, both boys had their own weird sandwiches with George's being a peanut butter and gummy worm sandwich and Harold's being a tuna salad with chocolate chips and miniature marshmallows sandwich they then trade half of each other's sandwiches so the two end up with a bit of both of their sandwiches. But they didn't stop there, next they were eating crisps in which they were dipping into whipped cream topped with chocolate sprinkles and for their pudding George mentions that they were going to eat hard boiled eggs which they can dip into hot fudge and Skittles, the thought of this makes Mr. Krupp feel like he is going to be sick and exits his office for some fresh air before witnessing the boy's pudding.

After they finish their lunch they decide to sneak out of Mr. Krupp's office by stalling Mr. Krupp, they try to change the letters on the sign but it is already changed. Then they immediately notice what has happened to almost everyone in the school which is that they have all turned into evil zombie nerds due to them drinking zombie nerd milkshakes given by Zorx, Klax and Jennifer who were in costume of the lunch ladies (George, Harold, and Mr. Krupp didn't turn into a zombie nerd because neither of them entered the canteen since they were all eating in Mr. Krupp's office). Sneaking into the lunchroom, George and Harold learn that the aliens plan to feed the zombie nerds growth juice, turning them into giant minions bent on taking over the world. George and Harold steal the carton of growth juice and pour the contents out the window, most of which lands on a dandelion.

When they convince Mr. Krupp that something is wrong, he doesn't believe them but then starts to after Miss Anthrope who herself has been transformed into a zombie nerd comes in and takes a bite out of his desk and the three go confront the lunch ladies. The boys are able prove to Mr. Krupp that the lunch ladies are aliens, after Harold manages to escape from an aliens grasp he pulls off the aliens gloves in the process now that they all now he is an alien, that alien snaps his tentacle (noted by Harold as a physical impossibility) at them, turning Mr. Krupp into Captain Underpants and prompting him to run away to the local shoe store and order a cheeseburger (in the warning before the Flip-O-Rama section, the book states that anyone who disagrees with the book should do said actions).

The boys temporarily defeat the aliens and by that time Captain Underpants has returned. They are unable to defeat the zombie nerds, so the three escape to the school roof and into the alien spaceship which they noticed along with the dandelion of doom which was caused by George who poured some "Super Evil Rapid-Growth Juice" out the window earlier which landed on a dandelion causing it to turn into what they are noticing in this moment. Inside they open the refrigerator and steal Anti-Evil Zombie Nerd Juice, Ultra Nasty Self-Destruct Juice, and Extra-Strength Super Power Juice before Zorx, Klax and Jennifer lock them in a cell. While the three aliens gloat, George and Harold switch the labels of the growth juice with the self-destruct juice and the signs of the spray gun with the fuel tank, tricking the aliens into making the spaceship self-destruct rather than putting Rapid-Growth Juice in the spray gun.

Captain Underpants jumps off the spaceship with George and Harold before it explodes, claiming that he can use toilet paper to swing to safety. Of course, the toilet paper cannot support their weight and they instead use Captain Underpants cape as a parachute. They end up landing near a mutated dandelion which the boys accidentally created with the growth juice earlier, which begins to eat Captain Underpants. George reluctantly gives some of the "Extra-Strength Super Power Juice" to Captain Underpants, who kills the dandelion with his new powers.

Having triumphed over all the villains surprisingly quickly and easily, the three heroes' only task left is to change the Zombie Nerds back into the students and teachers. Harold mixes the Anti-Evil Zombie Nerd Juice with root beer, which transforms all the zombie nerds back to normal. At the end of the process, Captain Underpants is turned back into Mr. Krupp. However, as a result of the Super Power Juice, Mr. Krupp (when in his Captain Underpants form) permanently has super powers and the book ends with George and Harold hanging onto Captain Underpants's cape as he flies out the window.[2]


The Top Secret Truth about Captain Underpants[edit]

At the start of book #3 George and Harold create a comic book known as Episode 1 of Captain Underpants: Wedgie Wars (a parody of Star Wars: Episode I – The Phantom Menace) This book explains what happened in the first two books.

The Night of the Living Lunch Ladies[edit]

The Lunch Ladies were cleaning up the leftovers of Friday's food when the janitor locked them for the weekend. They ate their own food and died by Sunday night. The janitor buried them at a haunted hill. The Lunch Ladies rose from the dead and attacked the gymnastics teacher. Captain Underpants came and tried to give them wedgies but it didn't work. They got in a big fight and they all ended up on a building. Captain Underpants used the Toilet Paper of Justice to tie the ladies but they broke free with the help of steak sauce. Captain Underpants then knocked the ladies in the truck that was coming along and then Captain Underpants got a round of applause.

See also[edit]


  1. ^ Pilkey, Dav (1999). Captain Underpants and the invasion of the incredibly naughty cafeteria ladies from outer space. . . : the third epic novel (ed. ed.). New York: Scholastic. ISBN 0-439-04996-2. 
  2. ^ Pilkey, Dav (1999-09-01). Captain Underpants and the Invasion of the Incredibly Naughty Cafeteria Ladies from Outer Space (and the Subsequent Assault of the Equally Evil Lunchroom Zombie Nerds). Captain Underpants. Turtleback. ISBN 0-439-04996-2.