Leela and the Genestalk

After a rare condition causes Leela to grow tentacles, she stumbles upon a secret genetic-engineering facility.

Story
While riding a mechanical buggalo at Tex 1138's, Leela finds that she is breaking out in suction cups. She goes to the hospital and discovers that she is developing a genetic condition called squidification, a condition in which the body slowly transforms into a slithering mass of tentacles, for which there is no cure, only an extremely expensive surgery that would only delay the symptoms for a few months. Fry decides that the has to do everything in their power to be able to pay for the operation, so he goes to market to sell the ship. While there, Fry meets a trader who says he'll take the ship in exchange for magic beans that he says will cure any ailment. Fry makes the trade.

When he gets back to the company building, he presents the beans to the rest of the crew, only to get yelled at by the rest of the crew. Professor Farnsworth even knocks the beans out of Fry's hands, causing them to fly out the window. When Leela walks in on them, she says that she appreciates whatever they are trying to do, but claims that this is one of those rare problems with no magic solution and she leaves, again looking very depressed. The camera shows the beans outside under a dripping pipe beginning to grow into a large beanstalk.

When everyone is going home for the day, the door closes in front of her and she sees her reflection. Fry appears behind her and outs his hands on her shoulders and says that she looks sad and asks her if she wants to go to the phone store and check out the new ringtones. She says no and that it's been a weird day and that she wants to stay and think. Fry says okay and puckers his lips for a kiss. In return Leela puts one of her newly sprouted neck tentacles to his lips.

After everyone has left, Leela writes the Planet Express crew a letter telling them that she is moving down to the sewers and not to try to contact her. Before she descends down into the sewer, she sees one of the vines from the beanstalk and decides to take "the beanstalk less traveled". At the top she says it's like a fairy tale and that this a turn for the better, only to be captured by Walt, Larry, and Igner seconds later. She is put in a cage and brought to Mom. She is told that she discovered her floating genetic-engineering gacility, Momsanto (as her experiments would be illegal on earth, but her facility is above the law, literally). In the facility, Mom is trying to genetically engineer a giant beanstalk that wouldn't collapse under its own weight, but has been unsuccessful. Leela asks to be released from the facility, but Mom says Leela's got "some freaky DNA" and wants to see what's in her genes (and at that Igner laughs).

Meanwhile, Hermes and Fry discover the collapsed remains of the beanstalk. Later, Fry talks about how much he misses Leela while holding her wristlojackimator. It's been three weeks since they've seen her and he wants to go down to the sewers and visit her. Then, the wristlojackimator gets a call from Leela's mother. She asks where Leela is, revealing to Fry that Leela is not where they thought she was. Later, while pacing around where the Planet Express ship used to be, Fry goes on about he has to find out where Leela is and he and Bender are suddenly hit in the head with Leela's boots. Fry and Bender then take a jetpack up in the sky to attempt to find Leela and find the genetic-engineering facility.

On arrival, Fry mentions how it looks like the mural on his cousin's van. Then, Leela spots them from her tower and Fry says they'll rescue and asks how to get up to the tower. To that, she replies that she'll let her hair down and they can climb up, but she actually lets down a series of tentacles. Fry comments that it's not hair but climbs up anyway, meeting Burt Ward and Adam West on the way up. When they reach the top, Leela is reluctant to reveal her entire body to them because her body had turned into a cluster of tentacles. Fry says that nothing about her body could ever shock him, but when she shows her body, he screams, but claims that it was because he was so excited to see her. Bender bends the door open and they all escape her room.

While walking through the lab, they encounter a creature with the head of an alligator and the wings of a bird causing them to enter the room covered in warning signs (where Mom claims she keeps warning signs) where they find a large giant being genetically engineered. The giant is restrained to a chair and Leela frees it. It attacks them and they hide behind the series of enlarged common objects and escape down the giant sink drain. The drain takes them to the facility's cockpit, where they meet Mom. Leela tells Mom that they will do anything to stop her from genetically engineering things and she spins the wheel of the ship, causing it to rock and plummet towards the ground. When they are close to the Planet Express building, Leela wraps one of her tentacles around the tower and she, Fry, and Bender escape Mom. They all return and Leela reveals herself to her co-workers, who are very surprised with her appearance. Dr Zoidberg finds her beautiful.

Later, when she and Fry are alone, Leela tells him that whatever romantic relationship they have could not continue and Fry says that he wants to spend his life with her and that looks change, but she'll always be Leela, the woman he loves. They kiss and the genetic-engineering facility comes into view. Mom comes out and says that Leela helped her engineer the perfect bean. Leela stands by her opinion of genetic engineering being wrong until Mom says that she can cure her squidification with genetic engineering and she accepts the treatment. The episode ends with her and Fry holding hands while the city is being engulfed by the new beanstalk Mom produced.

Production
On 5, 2013, released a preview clip for the tenth broadcast season, which contained footage from the episode.

By 1 August, Comedy Central had released a two-minute preview clip featuring Fry sell the Planet Express ship to pay for an operation for Leela.

On 6 August, it was revealed that the characters Finn and Jake, from the animated TV series , would appear in the episode.

Trivia

 * Amy's mother, who was featured in the first promotional picture, was replaced with a random man for the episode. It's possible that the scene originally took place at the Wong Ranch.
 * The name of the from "The Tip of the Zoidberg" is revealed to be Dr Tenderman.
 * It is revealed that Leela occasionally lays an egg.
 * In "Fry and Leela's Big Fling", Leela stated that her arm bracelet could only be removed via cutting off her arm. She takes it off without difficulty while packing her things.
 * In "Yo Leela Leela", Leela tells the Cookieville orphans about a one-eyed princess who lived in a magical, one-room castle. "Yo Leela Leela" was also written by Eric Horsted.
 * John DiMaggio, the voice of Bender, provides the voice of Jake in Adventure Time.
 * Squid Leela is featured in the cover art for Volume 8. An image of Leela riding the mechanical buggalo is used on the episode menu, along with a piece of music from the episode.

Allusions

 * The episode's title is a reference to the folk story "".
 * Many scenes reference fairytales.
 * The name "Tex 1138's" is a reference to the 1971 film , directed by Star Wars creator.
 * The way Leela uses her tentacles to swing her way up the beanstalk is reminiscent of the way swings amongst New York's buildings.
 * The concept of a castle in the clouds may be a reference to the 1986 film . The concept of a flying castle may be a reference to the and 2004.
 * Momsanto is a parody of the agricultural-biotechnology corporation, previously parodied in "The Series Has Landed", as the Monsanto Corporation.
 * Leela letting her "hair" down so that Fry and Bender can climb up the tower is a reference to the German fairy tale "". Burt Ward also says "holy Rapunzel, Manbat".
 * Adam West and Burt Ward's appearance at the window for a cameo during the vertical wall climb is a parody of the running gag in Batman where Batman and Robin would scale a wall with their bat-ropes and encounter a special celebrity looking out the window.
 * Burt Ward tells Adam West that there is a duo there to rescue them, and West asks how dynamic they are. This is a reference to the term "", used to refer to Batman and Robin.
 * After Fry and Bender find Leela in Momsanto, Bender offers to "bend the door open" to get them out. Fry tells Bender that he can't bend a wooden door, but Bender does it anyways. This is likely a reference to the gag from the show , which has 's  accessory be able to affect anything but wood.
 * When Bender runs into Finn and Jake, Jake asks Bender what time it is, alluding to Adventure Time.
 * In the closing scene, the camera pans out to reveal a street becoming overgrown with vines. We see a traffic light with a red stop hand, but instead of a normal hand it is the for "live long and prosper", from the Star Trek series.

Continuity

 * The crew wears the same clothes that their parallel counterparts from the cowboy universe wear, in "I Dated a Robot".
 * The professor refers to the ship as Bessie. He named it Bessie in "2-D Blacktop".
 * The salesman that Fry sells the ship to mentions the common cold. The common cold was previously mentioned in "Cold Warriors".
 * Leela's seven-eighths blernsball jersey, from "A Leela of Her Own", can be seen in her locker. The chicken hat that Fry gave her, in "Fun on a Bun", is also there.
 * The Hyper-Chicken previously said "I say, I say", mimicking ', in "Free Will Hunting" (also the ninth episode of its broadcast season).

Goofs

 * After Leela is declared the winner, two of the same man can be seen clapping.
 * When Fry insists that the crew must find a way to pay for Leela's operation, Hermes is seen in front of a fence where there is no place to stand. He is seen behind the fence a couple seconds later.
 * Before Leela climbs the beanstalk, she has four tentacles on each side of her neck, but after she climbs the beanstalk she only has three.
 * In this episode, Leela is strictly against genetic engineering, but in previous episodes she seemed to be okay with it.
 * She may have changed her mind.
 * In the scene where Hermes explains his plan to get his missing coworkers' money from their credit cards, the chairs' disposal changes when Fry, Bender and Leela arrive. Hermes' chair between Zoidberg and Amy disappears and a new empty chair appears next to the professor. Moments later, that same chair disappears.
 * When Leela leaves Planet Express, she gives them the Wristomojackinator, however in Space Pilot 3000, she wore the item at the Cryogenics Lab, therefore revealing it doesn't belong to them

Characters

 * Debut: Adam West's head
 * Amy
 * Auctioneer
 * Debut: Bean salesman
 * Bender
 * Debut: Burt Ward's head
 * Debut: Carlos
 * Crack addict
 * Professor Farnsworth
 * Debut: and Jake
 * Fry
 * Debut: Fry's cousin
 * God
 * Hermes
 * Hyper-Chicken
 * Hypnotoad
 * Igner
 * Inez (in promotional picture only)
 * Larry
 * Leela
 * Debut: Little Drunk Sheila
 * Mom
 * Morris
 * Munda
 * Debut: Sewer mailman
 * Debut: Stan
 * Dr Tenderman
 * Debut: Tex 1138's employee
 * Debut: Texan scientists
 * Underwater-house salesman
 * Walt
 * Zoidberg

Places

 * Debut: Momsanto
 * New New York sewers
 * Debut: Parts 'n' Crafts
 * Planet Express conference room
 * Planet Express hangar
 * Planet Express headquarters
 * Planet Express locker room
 * Taco Bellevue Hospital
 * Debut: Tex 1138's
 * Texas
 * Turanga house

Miscellaneous

 * Blob
 * Buggalo
 * Fry-Leela relationship
 * Neptunian
 * Debut: Pinupork
 * Tube Transport System
 * Wristlojackimator