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this show is pretty good CONTEXT: 00:20 Chris Chan's dad talks about their house 00:46 Poster shows Jacob the Goblin from S1:E2 01:00 Audience member has uncanny resemblance to Talking Ben from the phone app 01:14 Guy in the wall from the pilot episode has died and decayed 01:22 End slate dedication appears to be Chris O'neill from Oneyplays (might not be him but cmon it's him) 01:37 Guy on the right is Mr. Frog's biggest fan from S1:E2 01:44 Pim's eyeball pops out when Mr Frog kicks him (this is only visible for 1/12 of a second, normally) 01:56 Mr. Frog flashback shows him as a kid watching the Challenger MANNED rocket explosion from 1986 02:02 Mr. Frog on stage at the Chuckle W(agon?) in reference to Michael Richards (Kramer from Seinfeld) going on a racist tirade at hecklers at the Laugh Factory 02:07 The G-Man appears in the corner of Mr. Frog's presidential inauguration 02:26 A suspiciously Mr. Boss looking skeleton buried under the break room 02:36 A photo in Mole Man's cave shows Pim sleeping with what appears to be a Mr. Millipede plush (S2:E1) 02:58 Asylum next to Smiling Friends building used to be apartments when Smiling Friends first opened. 03:05 Pim and Charlie playing a video game called "Shrimp vs Shrew", a callback to a think-tank stream where the shows creators (Zach and Michael) draw random stuff. 03:19 Firefighters bear a strange resemblance to main characters of Rick and Morty spinoff show "Solar Opposites" 03:42 Woman's triplets appear to be based on Tommy Pickles from Rugrats, Helga from Hey Arnold, and Bart from the Simpsons 04:14 Glep being filled with water seems to be based on a viral tiktok video of a french lady reacting to rubber animals being inflated to the point of exploding 04:20 Mr. Boss having a dancing episode where he appears to be doing the "Gangnam Style" horse-riding dance 04:38 Charlies face melting scene based on the same scene from 1982 movie Poltergeist 04:57 Pim's family from the pilot shown on the wall (also a reference to Stephen King's novel "The Mist") 05:10 Monster literally just Pyramid Head from Silent Hill for Playstation 1 05:32 Glep watching the alien dance video (again from the pilot) 05:44 Mr. Boss dapping up Pim overlayed with the live action footage used to rotoscope the animation 05:53 Pim spots doodoo feces on the ground and walks around it, only for Charlie to step right on it while saying how he'd be perceptive enough to be a spy for the CIA (probably my favorite joke of the season) 06:06 A joker card from the game Balatro tucked under the board 06:14 Bongo controller for Donkey Konga game series for the Gamecube 06:26 Hawk Tuah man 06:29 MC on green homer reference to Simpsons creator Matt Groening hiding his own initials in early drawings of Homer 06:36 Thought Glep was supposed to be Cloud from Final Fantasy, but more likely Trunks in Super Saiyan form from Dragonball Z 06:41 Allen dressed up like Sailor Moon looking character, shown in the Mole Man episode on a poster in his mole cave 07:00 One of Mr. Boss' steam friends is Joel "Vargskelethor" from Vinesauce 07:06 Charlie's phone background of assination attempt on Mr. Frog as president, which is a reference to a piece of fanart, which itself is a reference to the real life photo of Trump 07:10 yes this painting was originally the fall of rome in the actual episode 07:16 Charlie stole Allen's food from work? 07:19 Ad shows a dozen eggs for $17, reference to real life spike in egg prices in 2024 07:26 Mr. Man from Frowning Friends episode appears to be a dentist 07:35 Ice Cream lady has mysterious critter behind her 07:42 We hear the classic feedback noise that speakers used to make when a nearby cellphone would receive a call. Due to changes in cell networks, this no longer happens. (my second favorite joke) 08:17 "YOU SUCK" reference to the Trumpet Guy video 08:25 man at bus stop appears to have frozen to death 08:33 Glep goes to a bar that bears heavy resemblance to Paddy's Pub from tv show Always Sunny in Philadelphia. Even more likely, as Smiling Friends takes place in Philly. 08:44 "How bout NO" quote from Dr. Evil in Austin Powers: Goldmember 08:56 possible reference to a video of Kanye West talking about care he'd received from a doctor that was from "a certain group", refusing to name what group, only to reveal it was a Jewish doctor seconds later. This could be a reference to a lot of things, though.