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Henry J. Waternoose III

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Henry J. Waternoose III
Henry J. Waternoose III
Background information
Feature films Monsters, Inc.
Monsters University
(cameo; in a picture)
Television programs
Video games
Park attractions
Portrayed by
Portrayed by
Voice James Coburn
Performance model
Honors and awards
Character information
Full name Henry James Waternoose III
Other names Mr. Waternoose
Personality Fatherly, pragmatic, determined, unscrupulous, ruthless
Appearance Large gray monster, completely bald, 5 eyes with teal pupils, crab-like legs with black tips, a pair of 6 fingers with navy claws, sharp fangs, warts on his bald head, black tuxedo coat and bowtie, white tuxedo shirt with each gold button on both bottom sides, black bowtie, red vest with a collar, very small ochre upside-down triangles all over it, and each couple of silver buttons vertically on both sides.
Occupation CEO of Monsters, Inc. (deposed)
Alignment Bad
Goal To keep Monsters, Inc. functioning by kidnapping thousands of children (failed).
Home Monstropolis
Allies Randall Boggs, Fungus (formerly), Sulley (formerly), Mike Wazowski (formerly), CDA (formerly)
Minions Sulley (formerly), Mike Wazowski (formerly), Randall Boggs (sometimes), Fungus (formerly)
Enemies Sulley, Mike, Boo, CDA
Likes Scream power, listening to Randall's orders.
Dislikes Energy being in short supply, kids not fearing monsters, Sulley interfering with his plans, humans, Randall not respecting his requests.
Powers and abilities His employees working for him (formerly), and strength.
Weapons His claws.
Fate Gets arrested by the CDA and sentenced to life in prison.
Quote "There is nothing more toxic or deadly than a human child! A single touch could kill you!"
"I'll kidnap a thousand children before I let this company die!"
"But-but-but how-how did.... how did-?"
"What are you doing? Take your hands off me. You can't arrest me. I hope you're happy, Sullivan, you've destroyed this company; Monsters Incorporated is dead! Where will everyone get their screams now? The energy crisis will only get worse because of YOU!!!!" (his last words)

Henry J. Waternoose, III (also known as "Mr. Waternoose" and simply "Waternoose") is one of the two main antagonists in the 2001 Disney/Pixar film Monsters, Inc. alongside Randall Boggs. He is the CEO of the company Monsters, Inc. He was voiced by the late James Coburn.


Physical appearance

Waternoose is a large gray monster, completely bald, with 5 eyes, and walks around on a set of six crab-like legs, he is always seen wearing a black tuxedo jacket over a white shirt, a red vest, and a black bow tie. When he was younger, he had an Afro-style hair and a chinless beard. A producer described him as a "cross between a spider and a crab".


Although Waternoose is an antagonist in this movie, he has a gentle, fatherly facade and is only driven to villainy out of desperation to keep Monsters, Inc. afloat in the midst of the energy crisis. He becomes more villainous as this drive and desperation strips away his morals and he is determined to not let anything stop what he thinks will be the best way for the company to keep going, never taking into account looking for other energy resources.


Monsters University

He was going to appear in the prequel, and he was going to be voiced by Kelsey Grammer. But this was dropped at the last minute. After Mike and Sulley begin their new jobs at Monsters, Inc., they eventually work their way up to the position of the scaring team job that they have in the first film. This is revealed to the viewer when Mike's MI locker shows photos of them beginning this job and shaking hands with Mr. Waternoose. This is likely when the bond between him and Sulley began to grow. In the photo, he sports an afro and a chinless beard which he lost sometime before M.I.

Monsters, Inc.

In the first film (Monsters Inc.), Mr. Waternoose is the CEO of Monsters, Inc. He is one of three owners. He is first shown at the very beginning of the film, warning and infact lying to Thaddeus Bile and the trainees about the dangers of a human child after Thaddeus has unsuccessfully attempted to frighten a simulation child in bed.lineage. He inherited the factory from his father when he was 142 years old, and turned it into the modern energy factory that appears at the beginning at the movie.

On the day when the monsters are working to collect scream energy from the human children all over the world, Mr. Waternoose is notified that 58 doors have been lost in the week, to which Mr. Waternoose remarks how kids are growing less scared of monsters. Sulley, being the company's biggest "producer" and Mr. Waternoose's most useful worker, is asked to come down to the scare training room and show the new employees how scaring should be done. Waternoose then hires Randall and Fungus secretly to steal Sulley's power and puting it into a machine they must build called the scream extractor. Later, Sulley, Mike and Boo hear Randall and Fungus talking about the plot, but they don't know Mr. Waternoose is behind it and infact incharge. In the middle of the movie, Sulley makes a roar and it's revealed to Waternoose that Boo is the kid they are looking for. Mike told him about his own plot and Waternoose, knowing children aren't toxic, asked "how could this happen?". However, when he asked that question he didn't mean how could Randall make a scream extractor, he ment "how could Mike, Sulley and Boo have found out". Waternoose then revealed he told Randall and Fungus to build that machine and that all he wants is Boo. then he threw Sulley and Mike out to the Himalayas so he could capture Boo with no problems on his way. After Sulley came back to the factory, Waternoose blamed Randall for banishing the one who was also a Waternoose henchman for making power for the scream extractor. Randall got angry but continued the plan. However, Sulley rescued Boo, showing Waternoose it's impossible to make him a henchman. he ordered his two true henchmen (Randall and Fungus) to kill Boo, Mike and Sulley. Waternoose also told Randall not to make anyone else a witness (once he made Mike a witness). After Randall's banishment, Waternoose, infront of the CDA, blamed Sulley and Mike for being the crimminals who are responsible for the whole mess. Mike threw on a CDA soldier a sock-like item called 2,319 and ran away, later telling the CDA about Waternoose's plot.

Waternoose chased Sulley and inside a room stoped and revealed his true nature. he clued that he was the boss of the whole plot and that his plans are to kill 1,000 children and who ever stands in his way. that revealed that he was the crimminal who started the whole mess and after Mike showed a video he captured, the CDA arrested Waternoose forever.


  • Mr. Waternoose is the last animated character voiced by James Coburn before his death.
  • Although Waternoose ended up becoming involved in abducting Boo despite his claims of children being toxic to monsters, it is never made clear whether he knew children were not toxic, and thus lied about their danger to the monsters, or if he did truly believe they were toxic, but felt saving the company from bankruptcy was worth the risk of being poisoned by a child and potentially killed.
  • Waternoose's true nature is revealed near the end of the film when Mike records him on TV.
  • Waternoose was originally going to be voiced by Kelsey Grammer in Monsters University, but he was dropped out for unknown reasons.
  • Waternoose is often comfused to be the main or secondary antagonist, however, a clue for him being Randall's boss is when he said "she has seen too much, you both have" and the clue for him not caring about Sulley is when he said "Sullivan is twice as scary you will ever be" instead of "Sullivan is twice as good you will ever be".


The Disney Wiki has a collection of images and media related to Henry J. Waternoose III.

Monsters, Inc.

Media: Monsters, Inc. | Monsters University | Monsters, Inc. (video game) | Monsters, Inc. Scream Arena | Monsters, Inc. Scream Team | Monsters, Inc. Scream Team Training | Disney Universe | Disney Infinity | Mike's New Car | Party Central

Monsters, Inc. Characters: Sulley | Mike Wazowski | Boo | Henry J. Waternoose III | Randall Boggs | Fungus | Celia Mae | Roz | Needleman and Smitty | Flint | Thaddeus Bile | Jerry | Chalooby | Claws Ward | Lanky Schmidt | George Sanderson | Charlie Proctor | Spike Jones | Ricky Plesuski | Theodore Pauley | Noodles Rivera | Harley Gerson | CDA | Waxford | Tony | Ted | Sushi Chef | Ms. Nesbit | Baby Smitty | Yeti | Mrs. Wazowski

Monsters University Characters: Frank McCay | Art | Carrie Williams | Claire Wheeler | Terri and Terry Perry | Squishy | Big Red | Reggie Jacobs | Chet Alexander | Chip Goff | Javier Rios | Johnny Worthington III | Hank Knapp | Don Carlton | Sheri Squibbles | Dean Hardscrabble | Professor Knight | Brock Pearson | Professor Brandywine | The Librarian | Archie the Scare Pig | Slug Monster Student

Fraternities/Sororities: Oozma Kappa | Roar Omega Roar | Jaws Theta Chi | Slugma Slugma Kappa | Eta Hiss Hiss | Python Nu Kappa | Scare Games

Locations: Paris, France | Monstropolis | Tony's Grossery | Monsters, Inc. | Roz's Office | Scare Floor F | Harryhausen's | Himalayas | Boo's Room | Door Warehouse | Trailer Son and Mom | Monsters, Inc. Laugh Floor | Monsters University | Fear Tech | Scream Ind. | Fear Co. | Library | Scare Floor D

Objects: Scarer's Leaderboard | Scream Canisters | Doors | Stinging Glow Urchins | Little Mikey | Pixar Ball | Pizza Planet truck

Park Attractions: Monsters, Inc. Ride & Go Seek | Monsters, Inc. Mike & Sulley to the Rescue! | Monsters, Inc. Laugh Floor

Songs: If I Didn't Have You | Put That Thing Back Where It Came From Or So Help Me | Monsters University (song)

Merchandise: Monsters, Inc. Laugh Factory

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