The Incredible Mr. Limpet is a 1964 American live-action/animated comedy film produced by Warner Bros. and based on the 1942 novel Mr. Limpet by Theodore Pratt. It is about a man named Henry Limpet who turns into a talking fish and helps the U.S. Navy locate and destroy Nazi submarines. Don Knotts plays the title character. The live action was directed by Arthur Lubin, while the animation was directed by Bill Tytla, Robert McKimson, Hawley Pratt, and Gerry Chiniquy at Warner Bros. Cartoons. Music includes songs by Sammy Fain, in collaboration with Harold Adamson, including "I Wish I Were a Fish", "Be Careful How You Wish" and "Deep Rapture". The film received mixed reviews. It was the final project for Warner Bros. Cartoons prior to its closure in May 1963. Plot The story begins in 1963, where George Stickle (a naval officer) and Admiral Harlock discuss how porpoises in the ocean are displaying unique characteristics and suspect that a former top-secret asset, Henry Limpet, may be teaching the creatures these abilities. The story flashes back to September 1941 just before the attack on Pearl Harbor. Henry Limpet, a shy bookkeeper, loves fish with a passion and wishes he could be one. His friend George Stickle is a machinist in the United States Navy. Limpet's wife Bessie is fiercely patriotic and Limpet tries to enlist but he is rejected, classified as 4F because of his poor eyesight and other reasons. While Stickle is on leave, he visits Limpet and Bessie, and they go to Coney Island, where Limpet deliberately falls into the water and turns into a fish for unexplained reasons. Since he never resurfaces nor can he swim, Bessie and George assume he has drowned. The fish Limpet, complete with his signature pince-nez spectacles, discovers a new-found ability during some of his initial misadventures: a powerful underwater roar, his "thrum". He makes friends with Crusty, a misanthropic hermit crab. After saving a female fish he names Ladyfish (the concept of names being unknown to her), he falls in love with her despite already being married. After the attack on Pearl Harbor, Limpet directs a Navy convoy to a nearby German U-boat. Determined to help the Navy on an ongoing basis, Limpet contacts the convoy and requests to see George. With George's help, Limpet gets himself commissioned by the Navy, complete with an advanced rank and a salary, which he sends