Things Only Adults Notice In Shrek

It's no secret that the "Shrek" movies are full of jokes that would make a Disney princess blush. After all, that's sort of the point. It's also no secret that the "Shrek" films were massive moneymakers for DreamWorks. Until 2017, "Shrek" was the highest-earning animated franchise of all time, bringing in a box office take of $3.51 billion over five films (four core movies plus "Puss in Boots").

The jokes and references are so thick and rapid-fire in the "Shrek" films that we can't blame you for missing some of them. There's also the distinct possibility that you saw the films too long ago and just didn't get some of those more adult-themed gags. But if you sit down with the movies now, you'll find that, just like ogres and onions (and parfaits), the jokes in "Shrek" have layers, some of which only grown-ups will get. Here are some of our favorite "Shrek" jokes that went right over the heads of younger audience members.

Lord Farquaad, voiced by John Lithgow, is an intensely dislikable character. He's arrogant, haughty, and a jerk about pretty much everything. He's also a way for DreamWorks president Jeffrey Katzenberg to make fun of his old boss, former Disney CEO Michael Eisner. 

Katzenberg sued the House of Mouse after he wasn't given a promotion he claims was promised to him. He took the money he made from the settlement and founded DreamWorks ... and used it to flip the bird to his former employer.

Need proof? Well, Farquaad sells fairy tale characters into slavery and lives in a giant castle surrounded by a theme park, which sounds an awful lot like a cynic's take on Disney. He even resembles Eisner. (Well, facially, anyway. Eisner is way taller than his on-screen counterpart.) So yeah, the joke certainly isn't very subtle once you know the history. 

The dynamic between Donkey and Shrek changes throughout the franchise, but for much of the first film, Donkey remains fairly clueless to Shrek's more adult-themed jokes. Nowhere is this more apparent than when Shrek makes fun of Lord Farquaad's ... uh ... endowment when first arriving at his castle.

When Donkey and Shrek show up at Duloc, the camera pans upward to show off the massive scale of the place. As Shrek stares upward at it, a grin comes over his face, and he nudges Donkey. "Do you think maybe he's compensating for something?" he asks before starting to giggle. Donkey turns his head, completely perplexed by Shrek's joke, before the ogre gives up and walks away.

There are tons of jokes about Farquaad's stature in the first "Shrek" film. He has to repeatedly have things adjusted for him because all the other characters tower over him. His tiny size is explained in the "Shrek" musical. As it turns out, his mother was a tiny princess from "The Princess and the Pea" and his father was Grumpy (from "Snow White"). Thankfully, "Shrek" never truly confirms whether Farquaad's castle is compensating for his height or something else tiny.

Unlike the urban legend of the "minister's erection" in "The Little Mermaid" — the bulge you see is his knee, which is fairly obvious in a later shot — the creators of "Shrek" did hide an animated erection in the first film. Of course, it comes to us courtesy of Duloc's creepy ruler, Lord Farquaad.

After Farquaad picks Fiona as the princess he wants to pursue, he becomes obsessed with her. In one scene, while lying in bed and sipping a martini, Farquaad calls to the Magic Mirror to show him Fiona again. The mirror makes a bit of a grossed-out face — maybe it knows Farquaad's favorite activity before bed — before bringing up a picture of the princess. Farquaad stares, then the blanket over his crotch starts to move a bit before he adjusts it, embarrassed.

The "Shrek" films are filled with memorable musical moments, just like the Disney animated features they poke fun at. But whether they're covers of popular songs ("Holding Out for a Hero" from "Shrek 2" stands out as an impressive example) or catchy, original numbers, the songs are just another excuse for the series' mile-a-minute joke philosophy. This allows us to learn a bit about the "Shrek" universe's version of Robin Hood, and why he actually steals from the rich and gives to the poor. It isn't out of the good of his heart.

The song "Merry Men" serves as an introduction to the flashy bandit, extolling his virtues and giving him a sweet dance number. It also features a telling few lines. Hood starts by singing, "I like an honest fight and a saucy little maid," followed by his Merry Men whispering, "What he's basically saying is he likes to get — " before Hood interrupts them and shouts, "Paid!"

We can probably surmise that they were going to say "laid" before being interrupted, meaning Robin Hood is only playing the hero to get into the ladies' corsets. Gross.

Children of the 1990s are surely aware of the show "Cops," and they can probably sing the chorus of the theme song on cue. The show has lost a lot of its cultural relevance, but it was a massively popular series during its early years. "Shrek 2" wants you to know that its screenwriters remember "Cops," too.

In the 2004 sequel, Gingy sits down to watch "Knights," and the similarities are immediately evident. He tunes in to see the human version of Shrek in a high-speed chase. The voiceover, the amateur footage camera, and the dramatic angles of the chase are all directly from the old show. There are also references to O.J. Simpson (Shrek's "white Bronco"), Rodney King (Donkey shouting about "police brutality"), drug busts (the officers find, or maybe plant, catnip on Puss), and macing perps (the Knights use pepper mills). All this is in a clip that's just over 40 seconds long. "Shrek" movies do not take their time with jokes and references.

Many of the best adult-themed jokes in the "Shrek" movies live in the background, as less awkward questions are bound to come up that way. One of the best examples of the constant barrage of references comes in "Shrek the Third," when our heroes go searching for Arthur at a boarding school. When they arrive, we see all sorts of crazy gags.

For example, a terrible student driver crashes a carriage. A boy wearing braces and headgear plays "Dungeons and Dragons" with a friend, who gets a bloody nose when he laughs at a joke. Girls disgustedly walk away from Shrek, using a Shakesperian "eweth!" to voice their disgust with him. Homemade posters for homecoming and upcoming sports events are attached to the walls.

However, the best adult joke in the scene comes from the recreational activities of another pair of kids. Shrek walks past a carriage (adorned with some graffiti) before a coughing boy stumbles out, followed by a massive cloud of smoke. In a stereotypical stoner voice, he then chastises his friend for "burning all my frankincense and myrrh."

Not every "only adults get it" joke from the "Shrek" franchise is dirty-minded. Take the scene from "Shrek 2" that pays homage to "Mission: Impossible." Shrek, Donkey, and Puss are locked in a prison, and their friends come to the rescue. Just like the intro to the "Mission: Impossible" television show, the scene begins with the lighting of a match and fuse. Then the more modern version comes into play.

Pinocchio uses his strings to artfully drop into the dungeon where the trio is being kept, just as Tom Cruise's Ethan Hunt did in the 1996 film. He artfully falls, even adding some aerial tumbling, as a very familiar song plays in the background. It's a pretty spot-on parody of the film. Then he gets tangled in his strings, we learn that Pinocchio likes to wear women's underwear, and the audience is supposed to kink-shame the poor puppet. It's still "Shrek," y'all. We can't go too long without some sort of crass joke thrown in there.

Gingy's torture scene in "Shrek" is one of the standout moments of the film. It only lasts a little over a minute, but it sets up Gingy as a character, establishes Farquaad as a despicable villain, and has some of the more clever gags in the entire movie. Farquaad crumbling Gingy's leg in front of his eyes and threatening to pull off his gumdrop buttons is gold, but a moment at the beginning of the scene is exceedingly dark in contrast.

When Farquaad enters the room, we can just see a shadow on the wall of Gingy being dunked in a glass of milk. "Shrek" was released right around the time of the United States' invasion of the Middle East, and as a result, Gingy is being waterboarded. Maybe that's why they kept that gag as a silhouette.

Luckily, this super dark moment is surrounded by more lighthearted fair. There's a "Farquaad is short" joke, the torture devices are baking utensils, and the characters recite the Muffin Man nursery rhyme. Still, Gingy being subjected to a war crime in an animated family comedy is more than a little messed up.

Gather 'round, all you whippersnappers. The old folks have a story to tell. Once upon a time, if you wanted to ogle pictures of scantily-clad women, it wasn't just a click away. For many a young lad, the first initiation to such pictures came in the Sports Illustrated swimsuit Issue. And because these films love to keep things classy, "Shrek 2" decided to pay homage to that.

When Prince Charming gets to Fiona's castle in the second film, he storms inside and finds the Big Bad Wolf lying in the bed, eating a snack and poring through an issue of Pork Illustrated. Of course, on the front of that magazine is a pig in a bright red bikini. However, we've got to ask one question ... why is the Big Bad Wolf looking at pigs in bikinis instead of wolves? Your guess is as good as ours. 

Poor Merlin. For being the insanely powerful wizard of lore, he's the butt of a lot of jokes in pop culture. Take his appearance in "Shrek the Third," for example. He's fallen out of practice with his magic, and he appears as a bit of a kooky old man. He even wears socks with sandals!

In fact, when it comes to fashion, Merlin is just failing in every direction. In the scene where the characters are letting Merlin try out his spells, everyone is a bit nervous. Shrek reassures them by declaring, "If Artie trusts him, that's good enough for me. Even if his robe doesn't quite cover his..." That's when Merlin interrupts him with some magical incantations.

Yes, Merlin is fairly old. Yes, his robe is pretty short. Luckily, "Shrek the Third" never shows the audience exactly what hangs out from the bottom of it. But then, after the spell takes effect, the group is transported and falls through the trees. Donkey (who's been magicked into Puss' body) declares, "Man, I haven't been on a trip like that since college." These movies just teach us all sorts of things about our favorite mythical characters.

This one might even go over the heads of some adults, as it takes a bit of an Urban Dictionary aficionado to recognize this reference. But apparently, Fiona is well-versed in dirty slang because she looks suitably disgusted when Shrek says this line to her.

In "Shrek Forever After," Donkey is caught in a trap after being lured there by some delicious waffles. Later, when Shrek is talking to Fiona, he tells her, "My donkey fell in your wafflehole." She looks a strange combination of grossed-out and confused when he says this. So what's going on here?

Well, according to Urban Dictionary, a "wafflehole" is "the small, bumpy ring that is discovered upon entering the a*** area." So Fiona's reaction to Shrek in this scene is a fairly justifiable one, as anyone using Urban Dictionary words in everyday conversation deserves a good thrashing. And honestly, it feels like the "Shrek Forever After" writers were stretching a bit too much to include this one in here.

In "Shrek 2," Shrek, Donkey and Puss concoct a dicey plan to sneak into the Fairy Godmother's potion factory in order to steal a bottle of "Happily Ever After." While attempting to locate it, the trio come across a number of thinly-veiled riffs on modern pharmaceuticals, a number of which probably would fly over the heads of younger viewers.

While Puss climbs the shelves, he yells a number of the potions he sees down to Shrek as Donkey keeps watch. Apparently, a number of fairy tale beings have issues going to the bathroom: two of the potions he finds are "Toadstool Softener" and "Hex-Lax." What can we say? Even irregular characters gotta stay regular.

Indigestion is also apparently a problem, as "Elf-a Seltzer" is another concoction that he stumbles across before locating Shrek's target potion. While all these puns are cute little jokes for those in the know, there's another that may not have made it past the PG censors. An eagle-eyed Redditor spotted a bottle of "Fiagra" coming down the factory's conveyor belt. It's even a little blue bottle. Probably didn't want kids asking their doctors about it, so the name is never said.

The Magic Mirror is the source of plenty of great comedy and sneaky jokes, thanks to its ability to show the viewer anything they desire. In the original "Shrek" film, Lord Farquaad typically uses the mirror to peep on potential bachelorettes and to ... ahem ... help him get to sleep. Though he ultimately sets his sights on Fiona, the mirror gets in another risque comment about a different classic fairy tale princess: Snow White.

While the Magic Mirror goes through Farquaad's possible picks of who to marry, one of his options is Snow White. We all know Snow White's story, so the mirror assures Lord Farquaad not to worry about her chastity when it says, "Although she lives with seven men, she's not easy!" Just a little throwaway line that most kids wouldn't catch, but it's a big ol' wink to adults watching with them.

Judging by Lord Farquaad's proclivity for peeping on Fiona while drinking alone in bed, he seems like the type who might not mind having a wife who's a little more adventurous.

In the original film, Shrek and Donkey are taking a much-needed breather after they rescue Fiona, and all three are on the way back to deliver her to Lord Farquaad. Shrek wakes up after a good night's sleep, and he sees Fiona making them breakfast. As he goes to wake up Donkey, he catches a few snippets of a seemingly dirty dream his friend is having. "Come on, baby," Donkey mutters. "You know I like it like that."

Shrek is rightly horrified to hear where things are headed, and he quickly shakes Donkey awake. Not sure we wanted to see where that dream was going, especially since he had just been nearly seduced a few minutes earlier in the film by Dragon — although to be fair, Donkey is pretty flirtatious himself with the fire-breathing monster, and ends up taking her as his wife by the time the movie is over.

Most people don't really think about it until they become parents themselves, but there is a lot of nasty work involved. Changing dirty diapers is gross enough, and there are a lot of worse things that parents need to clean up. "Shrek Forever After" knows this all too well, as the central plot hinges on Shrek getting sick of his routine as a dad to three children.

Near the outset of the film, we're treated to a montage of the comfortable family life that Shrek and Fiona have settled into with their three kids, Fergus, Farkle, and Felicia. It starts out cute, with diaper changes and silly games. As it continues, we start to see Shrek getting worn down by the repetitive daily jobs he has to take care of.

Things culminate with Shrek laying out Fergus on a table, taking off the baby's diaper, and getting blasted in the eyes and open mouth with a stream of liquid that makes him stop cold. A cut back to Fergus shows that he was just shooting water out of a toy fish. Any parent of boys has probably experienced a different stream hitting them in the face ... and may, like Shrek, have had a brief moment where they wondered why they had children in the first place.

Cookie the ogre, voiced by fan favorite Craig Robinson, makes the most of his screen time in "Shrek Forever After." The food-obsessed chef of the ogre resistance against Rumpelstiltskin is always looking for new ingredients to add to his dishes, but Shrek draws the line at one esoteric option: Donkey.

That said, Donkey wouldn't allow an ogre to eat him without a fight. Even if Cookie did get the best of him, Donkey claims he'd have one last surprise, as he tells him, "I go down smooth, but I come out fighting!"

This line is quick enough and coded enough that most kids probably wouldn't catch it, but adults surely would. Whether it's a night when we realize we can't eat and drink the same types of things we could when we were younger, or a morning after when a spicy seasoning comes back to haunt us, every adult has had at least one moment where their body has an angry reaction to something they ate. Donkey's personality is certainly fiery enough to fit that bill.

Doris might not be a name that stands out in the pantheon of characters from the "Shrek" universe. She's one of Cinderella's evil stepsisters, who is only mentioned in the first film before taking on larger roles in the second and third. She helps storm Prince Charming's castle in "Shrek the Third" with Fiona and a group of princesses, and uses a distraction technique that she probably learned from some of the visitors to the seedy bar she works at.

Doris gets the upper hand on a few guards during the siege by showing off a little skin. Hiding behind a pillar, she hikes up her dress and extends her leg, showing off her heels and a garter around her thigh. The guards whistle and approach, abandoning their post and giving Doris the chance to knock them out.

It's a very small moment, and one that cartoon characters like Bugs Bunny have used for decades. Kids would definitely get the general idea, but probably not fully grasp why a woman would typically use the "bare leg luring gullible men" trick.

We aren't gonna lie here: Kyle is 100% fabulous. He appears in "Shrek 2" as the carriage driver for the Fairy Godmother, but it's clear there's much more to him than just being her "sexy man-boy chauffeur." Let's break down the tape.

Kyle's got some sweet dance moves. His name is embroidered in sequins across his shirt. He's a big fan of seductive poses, and definitely knows his way around a whip. One of the first things he does on screen is smack his own posterior.

His over-the-top nature will probably get some kids laughing, but his interesting relationship with the Fairy Godmother leaves us with a lot more questions than answers. But ... he's her boy-toy, right? That's what's going on here? Kyle is there to keep the Fairy Godmother feeling young and spry, and he benefits by getting to drive a sweet chariot and have access to all the potions he could ever want. Sounds like a pretty sweet deal for everyone involved.