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Spy Fox in "Dry Cereal" is the first of three games in the Spy Fox series of games developed by Humongous Entertainment and marketed by Atari. The game is an adventure game centered around the fictional island of Acidophilus in Greece. The villain in this game is William the Kid, the CEO of the Nectar of the Goats (N.O.G.) Corporation tries to eliminate cow's milk from the earth by kidnapping cows and his rival, Mr. Udderly, the president and CEO of Amalgamated Moo Juice Incorporated. Kid plans to eliminate the cows, frame them and eventually take over the dairy world.

The Spy Fox series of games are set in a world with characters that parody James Bond, while the overall tone is reminiscent of Get Smart.

The Spy Fox adventures retain the easy-to-use format of the other Humongous computer games, but unlike all the others, the Spy Fox series introduces talk balloons. Talk balloons enable Spy Fox to ask a character a specific question instead of simply having an ordinary conversation. Like other Humongous titles, Spy Fox offers a game within the game. For a diversion, Spy Fox can play "Go Fish" with Mr. Bigpig at the Greek cantina, can draw pictures in William the Kid's office, or can play "Happy Fun Sub," a game in which Spy Fox tries to collect satellites, buoys, and submersibles while avoiding obstacles. Like other Humongous computer games, the Spy Fox games have more than one gamepath. This means that the adventure is different every time one plays. One should save one's game by pressing the "S" key, which stands for "Save." One can resume the game later by pressing the "L" key, which stands for "Load." Also, he can use the "Save" and "Load" buttons on his 'Spywatch.'


All the world's dairy cows are missing; therefore SpyFox is assigned to find them. The only clues available are Spy Corps photos of Amalgamated Moo Juice Inc. president Howard Hugh Heifer Udderly III and "low grade" feta cheese. Arriving at the Greek island Acidophilus, named after the live culture in yogurt, SpyFox first must rendezvous with Monkey Penny, an anthropomorphic monkey modeled after Miss Moneypenny, and Professor Quack, an anthropomorphic duck modeled after "Q", who keep contact with Fox from the Mobile Command Center via his 'Spywatch'. At several points in the game, SpyFox will be contacted by Monkey Penny through this gadget, informing him of new messages and contacts he needs to complete his mission.

SpyFox's first priority is to rescue the captured Mr. Udderly, who is being dangled over a pool of piranha in a feta cheese factory owned by Nectar of the Goats (N.O.G). Once freed and brought to the Mobile Command Center, Udderly goes on to explain that he was kidnapped by agents of N.O.G., under the command of William the Kid. His story (which is highly falsified, as only the player sees) includes a reference to The Ghost and Mr. Chicken when the kidnappers arrive and Mr. Udderly proudly declares, "My whole body's a weapon". Using a slideshow, he then details Kid's plot to eliminate the competition of dairy milk to promote goat's milk.

Kid has programmed the Milky Weapon of Destruction, comparable to the GoldenEye satellite weapon, to flood the capitol with "none-too-fresh" dairy milk so that the dairy cows will be blamed and jailed, while N.O.G's goat milk will replace all dairy. Udderly states that while he was a prisoner, he managed to swipe the activation code for deactivating the diabolical device, but he was forced to swallow it to keep it from being discovered. With the appropriate spy gadget, (an x-ray device that only works on something beefy disguised as a stick of chewing gum), SpyFox is then able to read the code. Depending on the gamepath, he will need to find either a diode, a key pouch, or a punchcard to deactivate the Milky Weapon of Destruction in Kid's fortress.

During his mission, SpyFox must search all over the island of Acidophilus for clues to find Kid's "secret island fortress". His most successful investigation centers on Kid's Head of Public Relations, a cat named Russian Blue, and close personal associate of William the Kid and "one bad kitty." She is also the owner of the luxury ship the S.S. Deadweight, and can be found on board the ship. To investigate her, SpyFox must trick his way onto the ship's deck party, and there either slip a tracking bug into her purse or fiddle with the navigation system on her ship. The tracking bug path involves distracting Russian Blue with tango music (her greatest passion, which also throws her under a spell) taken from the nearby Cantina. The navigation system path has SpyFox attempting to win a lucky charm from Go Fish champion Mr. Bigpig (a parody of Sydney Greenstreet's Kasper Gutman, in the movie The Maltese Falcon), so that he can convince Captain Drydock (a parody of William Shatner's Captain James Kirk) to take him out to the marked location on his boat, the U.S.S. Winaprize. (Captain Drydock will only give a ride if he has his lucky charm, which was lost in fact, playing against Mr. Bigpig.) In the first path, SpyFox will need to follow the path Walter Wireless left to catch up to Russian Blue. This leads to the ruins (really Kid's fortress) and if the code phrase is set correctly, SpyFox may enter. (SpyFox's informant can supply the code) After finally getting in, the area is patrolled by not-so-friendly snapping turtles. SpyFox will need the suction cupplings to pass through. Afterwards, he can make his way into Kid's secret fortress. The navigation system game path leads to Spyfox having to find the "white water" (milk) and swim through it. SpyFox will need something to wear in the water, so as not to ruin his swanky suit or his gadgets. When he finds the water, Spyfox can then jump right in, sneak past the guards, meet up with his informant, blow up a door and make his way into the fortress. Again, another code phrase is required for getting in. To find the date and the time, SpyFox may need to backtrack to the island again. When all is finished he can make his way into Kid's fortress. In all the paths, however it is required for SpyFox to find

a key) a diode) a punchcard)

In order to find the key, SpyFox must sneak into Kid's main office with the help of Professor Quack's gadgets. After snooping around a bit, he can then access the key, which is trapped by lasers. SpyFox will need to work to turn these lasers off which can be a trying process.

In this path, SpyFox will need to search Kid's fortress to find a diode, which will turn the Milky Weapon Of Destruction off. SpyFox will need to find the room with the long corridor and get the diode (after turning off the electricity) which is located on a wall.

For the punchcard, SpyFox must enter Kid's main office (after getting past the guards) to snoop around for the correct picture and color code name for which the punchcard is concealed. Kid's other office (which can be entered using the secret locker in the locker room) is the place where SpyFox will find these punchcards. After cracking the safe, SpyFox can easily insert the punchcard into its proper place to disarm the Milky Weapon of Destruction.

Either way, after disarming the milky weapon of destruction, Kid will then flood the world's cows and escape through a secret pathway. A couple clues are left as to where Kid has escaped. (his ascot poking through the door, and the N.O.G. label) When SpyFox discovers it he will be left with either a moat of alligators or a giant karate style chicken. Both of these games paths can be solved by getting advice or items from Bea Bear at the Greek Cantina. Not only does she sell something special for those alligators, but she is also an expert in Cock-A-Doodle-Foo.

Finally, after freeing the dairy cows, SpyFox's nemesis William The Kid will appear on his blimp telling SpyFox it's not over. He will then try to escape...

A bonus ending can be accessed when Kid is attempting to escape on his "giant metallic getaway blimp". At the player's direction, SpyFox will jump into a truck waiting nearby and chase Kid. Clicking on the ramp at the approaching end of the road will catapult SpyFox onto the blimp. The blimp may redirect its course to the Evil Villain Jail that Monkey Penny and Quack have set up below. There (if the player has arranged for it), Kid is thrown into jail by an ejection mechanism activated by SpyFox.

In the end, SpyFox is honored by the cow president, Mr. Bull Clinton (based on Bill Clinton), who will present him with the Big Daddy Congressional Cookie of Justice. SpyFox then replies, "I got my cookie, has anyone got milk?"


The following are main characters in Spy Fox in "Dry Cereal". For a list of all characters, see the List of characters in Spy Fox in "Dry Cereal".

  • Spy Fox: Spy Fox is suave, sophisticated, ever-cool and on top of things, even when the going gets a little tough. He relies on his wits and various spy gadgets, supplied to him by Quack, found at the Mobile Command Center. His mission is to save the world's cows and all their milk!
  • Howard Hugh Heifer Udderly III: The president and CEO of Amalgamated Moo Juice Incorporated has been cownapped! Mr. Udderly is the only one who knows the extent of William the Kid's deranged plan so it's essential that Spy Fox rescue him as soon as possible. He swallows the disarming code to the Milky Weapon of Destruction.
  • Monkey Penny: Spy Fox's partner who is stationed at the Spy Corps Mobile Command Center. She sometimes contacts Spy Fox via his Spy Watch. She can also be called using the Spy Watch.
  • Professor Quack: is at the Mobile Command Center working on spy gadgets. He'll explain to Spy Fox how each gadget works when the player clicks on them in the Spy Gadget vending machine. He has a habit of eating the gadget's blueprints after explaining the gadget's functions to the player.
  • William the Kid: The villain of the game, he is the CEO of the Nectar of the Goats (N.O.G.) Corporation plans on eliminating the world of cow's milk and replacing it with goat's milk using his Milky Weapon of Destruction.
  • Russian Blue: A very bad kitty. She's William the Kid's right hand gal. Her life's passion is the tango – she can't resist one. She owns and operates the swank ocean liner, the SS Deadweight, where William the Kid is has been rumored to socialize. In the Car Chase Path, Spy Fox has to place a sheet of tango music within Mr. Waltz's sheet music to distract Russian Blue with a dance so Spy Fox can slip Walter Wireless into her purse to track her.


The following are the major locations in the game Spy Fox in "Dry Cereal". For a more complete list of locations, see the List of locations in Spy Fox in "Dry Cereal".

  • The Island of Acidophilus: The island where Spy Fox first arrives at the start of the game. The town square provides access to the other buildings on the island.
  • Spy Corps Mobile Command Center: Spy Corp's base in this game. Accessible via the telephone booth at the town square after entering the correct telephone number received at the start of the game.
  • Cantina: SpyFox can get some information from Bea Bear, the barmaid, or Johnny Gecko, the musician. In the White Water Path, Spy Fox must win a game of Go Fish against a gambler named Mr. Bigpig to obtain Captain Drydock's lucky charm. SpyFox can use his Drachmas to order food in the Cantina. In the Car Chase Path, Spy Fox exchanges some waltz music for Johnny Gecko's tango music, using it to trick Russian Blue into a dance so that Spy Fox can slip Walter Wireless into her purse. Bea on the other hand, is quite the expert for Cock-A-Doodle-Foo and that may later be important.
  • N.O.G. Corporate Headquarters: Nectar of the Goats Corporate Headquarters located off the town square. The room is deceptively bare, concealing a secret elevator into Kid's secret fortress. The door to N.O.G. HQ is locked from the outside, forcing Spy Fox to find an alternate entrance.
  • SS Deadweight Deck Party: A deck party planned by Russian Blue, the ship's owner and operator. Spy Fox meets Russian Blue here. In the Car Chase Path, Spy Fox tricks Russian Blue into dancing with him by stealing a piece of the conductor's waltz music in exchange for some of Johnny Gecko's tango music and tricks the conductor into playing it. When she is distracted, Spy Fox can sneak Walter Wireless into Russian Blue's purse to track her.
  • William the Kid's Secret Fortress: The underground base where William the Kid has built a "Milky Weapon of Destruction" and trapped the dairy cows. Infiltration of this base is one of the main goals for Spy Fox to accomplish within the game. Its inner structure varies according to the game path.


For a list of gadgets used in the game, see the List of gadgets in the Spy Fox series.

Gadgets dispensed from the vending machine in the Spy Corps Mobile Command Center used by Spy Fox to solve problems that arise while playing the game. Spy Fox can only carry up to four gadgets at a time.


Spy Fox sometimes uses items he picks up to help him proceed in his missions.

  • Bread (used only in the Bonus Ending): Used to activate the Getaway Blimp's ejection mechanism, which operates based on an electric toaster.
  • Chicken Knuckles (used only in the Alligator miniquest): Used, when combined with 'Secret Sauce', to incapacitate some alligators put in SPY Fox's path by William the Kid.
  • Cock a Doodle Fu Book (used only in the Cock a Doodle Fu miniquest): A martial arts guidebook provided by Bea Bear to SPY Fox, who uses it to defeat her former instructor Hong Kong Doodle.
  • Diode (used only in the Diode sidequest): A one-way circuit carrier, this is one of the three possible items needed to disarm the terrible Milky Weapon of Destruction.
  • Drachmas: Greek currency replaced by the Euro. Spy Fox needs these to buy trinkets from the trinket stand or food from the cantina.
  • Electronic Code Box (used only in the White Water Path): This contains the code by which to open a door into William the Kid's secret fortress, given to SPY Fox by informant Mata Hairy.
  • Frog Suit (used only in the White Water Path): A diving suit that looks like a frog, which Spy Fox uses to swim underwater.
  • Fusebox (used only in the White Water Path): A suitcase of fuses used by Spy Fox to activate a sunken airplane's missile, so as to enter the secret fortress.
  • Informant Information (used only in the Car Chase path): Given to Spy Fox by Mata Hairy in the form of a fortune cookie, Spy Fox needs this to open the Greek Ruins and enter William the Kid's secret base.
  • Invitation to SS Deadweight Deck Party: Gilbert, the trinket stand operator, has an invitation to the deck party. Spy Fox copies it to investigate the ship and its owner.
  • Jail co-ordinates (used only in the Bonus Ending): In the Bonus Ending, Monkey Penny sends these to Spy Fox, via the spy watch, once he is aboard the blimp. He then redirects the blimp to coincide with them.
  • Jump Suit: A yellow N.O.G. uniform, used by SPY Fox to pass a security gate in Kid's secret fortress.
  • Key Pouch (used only in the Key sidequest): A pouch of 5 keys, whereof one is another of the three possible items needed to disarm the Milky Weapon of Destruction.
  • Lucky Charm (used only in the White Water Path): Captain Drydock requires this to go onto the open sea, necessitating that SPY Fox find it.
  • Phone Number:This is given to Spy Fox in a fortune cookie. It is used to call Monkey Penny at Spy Corp's Mobile Command Center.
  • Punchcard (used only in the Punchcard sidequest): The third of the three possible items needed to disarm the Milky Weapon of Destruction, this is hidden away in a secret safe in the N.O.G Corporate Headquarters.
  • Sailor Hat (used only in the White Water Path): Wearing the hat as a simple disguise, Spy Fox can convince the watchman on the SS Deadweight's bridge that his replacement has arrived.
  • Secret Code (used only in the Punchcard sidequest): This is the revelation of which painting conceals the punchcard.
  • Screwdriver (used only in the Bonus Ending): A screwdriver with four heads, used by Spy Fox to loosen the screws sealing the Ejector Seat by which he expels William the Kid from the blimp.
  • Tango Music (used only in the Car Chase Path): Obtained from Johnny Gecko to distract Russian Blue.
  • Trinkets: Purchased as gambling counters for the Go Fish minigame.
  • Waltz Music (used only in the Car Chase Path): Stolen from the conductor aboard the S.S. Deadweight so that it can be exchanged for the Tango music mentioned above.
  • Walter Wireless the Tracking Bug (used only in the Car Chase Path): Walter is a flea placed in Russian Blue's bag when she is distracted so that Spy Fox can track her. Also used in Spy Fox 2: "Some Assembly Required".

Talk Balloons[]

A talk balloon is a speech balloon (similar to comic strips) with a picture of a character inside it. SPY Fox uses it to obtain information regarding the specified character.

  • Captain Drydock (used only in the White Water Path): Used to learn how Captain Drydock lost his lucky charm.
  • Hong Kong Doodle (used only in the Cock a Doodle Fu miniquest): Used to talk to Bea Bear in the Cantina.
  • Russian Blue: Used on Monkey Penny for information especially, although others have information about Russian Blue.
  • Sal the sailor (used only in the White Water Path): Used to gain information regarding the watchman aboard the S.S. Deadweight.
  • Weasel Doorman: Used to draw trinket-seller Gilbert into conversation on the subject of the deck party.


One can play three minigames. Two of these games, Go Fish and Paper on Easel, may be required to complete the game.

Go Fish[]

This is the familiar card game. Spy Fox plays against Mr. Bigpig in the cantina. One must have four cards that match to have one set. The player with more sets at the end of the game is the winner. The game ends when all the cards have been used. To start the game, one must buy a jar of trinkets from the trinket stand at the town square and then bring it to the cantina. The winner would take his own and the loser's trinkets. The player would play this game in the White Water Path to retrieve Captain Drydock's lucky charm.

Paper on Easel[]

Found in William the Kid's office, this is basically a doodling game in which the one can draw as much as one wants. The drawings can be printed out onto paper. After one has drawn a picture, a smaller version of it will appear in William the Kid's office. The player doodles on the paper in the Punchcard sidequest to reveal a hidden message revealing which fake painting in the N.O.G. Corporate Headquarters hides the punchcard.

Happy Fun Sub[]

This game is accessible by pressing the "Fun" button on the Spy Watch. The player has to steer the Spycraft, a Spy Corps vehicle, over air, sea, and underwater terrains. The Spycraft can transform into an airplane, speedboat, or submarine depending on the terrain. The object of the game is to collect satellites, buoys, and submersibles to complete the level. At the beginning, one has five lives and tries to avoid obstacles by shooting suction cups or sandwiches or jumping over them. Sometimes, a warning will appear to alert one of an approaching island. Hitting an obstacle will cost one a life. One can gain more lives by scoring points. The first life that one earns will be worth 20,000 points and the subsequent lives will be worth 60,000 points each. As one progresses through the levels, the number of satellites, buoys, and submersibles needed to complete a level increases. "Happy Fun Sub" has an infinite number of levels.

Game paths and bonus ending[]

This game has two Game Paths which contain different puzzles that the player has to solve in order to continue the game. The game paths are randomly set when the player starts a new game. Three sidequests exist in which the item needed to disarm the Milky Weapon of Destruction changes, and there are two different game paths leading to the discovery of the hidden fortress. In addition, there are two miniquests in which the path to the cow pen varies. As such, there are 12 possible unique games. There is also a Bonus Ending wherein the player can capture William the Kid. The Bonus Ending is only accessible when the player clicks at the right time.

  • Car Chase Path: In this game path, after sending Walter Wireless the Tracking Bug after her, the player must pursue Russian Blue in a specialized Spy vehicle (also used in Spy Fox 3: "Operation Ozone") across the Island of Acidophilus to some Greek Ruins which are the secret entrance to William the Kid's secret base.
  • White Water Path: In this game path, the player uses Captain Drydock's boat to sail to a spot in the ocean where milk is being pumped to form an area of white water. The player has to get to the spot and dive underwater to find William the Kid's secret base.
  • Key sidequest: In this sidequest, the player must find a key wallet containing a key needed to disarm the Milky Weapon of Destruction. The key wallet is placed in William the Kid's office, guarded by laser beams and contains 5 keys. The player has to redirect the lasers with mirrors to get the key wallet. The player can find out which key is needed by looking in Mr. Udderly's stomach.
  • Punchcard sidequest: In this sidequest, the player must find a punchcard needed to disarm the Milky Weapon of Destruction. The punchcard is hidden in a safe behind one of the fake paintings in the N.O.G.'s Corporate Headquarters. To find out which painting hides the card, the player has to doodle on the paper in William the Kid's office. Once that is found out, the player must enter a color code on the buttons next to that painting. When the safe is revealed, the player uses the Cheez-n-Safe Cracker gadget to find the combination. The safe opens to reveal 5 punchcards. The player can find out which punchcard is needed by looking in Mr. Udderly's stomach.
  • Diode sidequest: In this sidequest, the player must find a diode needed to disarm the Milky Weapon of Destruction. The diode is one of 10 diodes located in the Radio Room. The player has to turn the power off, distracting a guard; once the power is off, the player uses the Night Vision Shoe gadget to see in the dark and take the diode. The player can find out which diode is needed by looking in Mr. Udderly's stomach.
  • Cock a Doodle Fu minquest: In this miniquest, the player must defeat Hong Kong Doodle, a master of Cock a Doodle Fu. To do that, the player must obtain a book on Cock a Doodle Fu from Bea Bear at the cantina. When the player hears Hong Kong Doodle's attack, he/she has to find the corresponding counterattack to defeat him.
  • Alligator miniquest: In this miniquest, the player must pass a tank of hungry alligators. To do that, the player must buy some Chicken Knuckles from Bea Bear at the cantina and season them with Secret Sauce. The player then must feed the Chicken Knuckles to the alligators. The alligators would then fall asleep with their bellies face up, leaving a bridge for Spy Fox to cross.
  • Bonus Ending: This is a bonus ending which happens only if the player clicks on the truck in William the Kid's secret base after rescuing the cows. Spy Fox will jump in and drive toward the cliff. If the player clicks on the blimp just before Spy Fox reaches the cliff, he will jump the truck into the air and eject himself directly into the escaping blimp. The player has to then work inside the blimp to send William the Kid to Spy Jail via the Ejector Panel.

See also[]

  • Spy Fox 2: "Some Assembly Required"
  • Spy Fox 3: "Operation Ozone"