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New Friends
Next to Mr. Peabody, the person who becomes closest to Sherman is his classmate Penny Peterson. Penny is a double threat - cute and smart. Penny rules her elementary school until she encounters Sherman, who is even more of a "brain" than Penny is. But her natural charisma and daring nature, as well as her caring and loyalty, draw her into a friendship with Sherman that truly stands the test of time.

"Initially, Penny is at odds with Sherman," Schwartz explains. "But we soon realize there's a lot more to her, and as soon as she's able to put aside her initial jealousy of Sherman, she begins to see that he's a pretty interesting kid. The great thing about Penny is that we really see her grow over the course of the movie."

The character's dynamism, smarts and fearlessness made it a tough part to cast - until Ariel Winter, who plays the teenage daughter of Ty Burrell's Phil Dunphy in "Modern Family," auditioned. Minkoff, who was initially unaware of Winter's connection to Burrell, says it was "a great coincidence that they came to work together on MR. PEABODY & SHERMAN. Ariel brings tremendous energy to Penny. She is a witty and wry teenager, and though Penny is younger [than the actress], Ariel brings some natural sparks and understanding of the character."

Penny, Sherman and Mr. Peabody share some high-velocity and fateful journeys through time, but the film's first WABAC expedition is a father-and-son trip to the French Revolution and a meeting with that country's queen, who loses her head - literally - after her encounter with the guys. Sherman and Peabody run afoul of the peasant uprising that will forever change France, and Peabody winds up with his neck on the guillotine. Fortunately, Peabody, unlike the luckless queen, is able to escape the blade, thanks to some brilliant strategic moves and swashbuckling expertise.

"We loved the idea of opening the film with a big action sequence," says Schwartz.

To turn Peabody into a master swordsman, the filmmakers brought in sword fighting and jousting experts, who taught the animators how to hold the weapon, attack with it, and keep their center of balance.

But even with that period's danger, action, adventure and a dash through the Paris sewer system, the duo's (and Penny's) biggest time traveling adventures lie ahead. A Sherman-Penny time traveling joyride takes them to Ancient Egypt, where Penny finds herself betrothed to a nine-year-old King Tut.

Soon thereafter, Peabody, Sherman and Penny pay a visit to Peabody's old friend and the original Renaissance Man, Leonard Da Vinci, portrayed, hilariously, by Academy Award nominee Stanley Tucci. Our trio finds the famed artist/scientist/engineer/inventor/scholar/etc. in a creative crisis and at wit's end: he can't get Mona Lisa (voiced by Lake Bell) to smile for her portrait. As Peabody elicits her killer grin, he discovers that Sherman and Penny are off on another joyride, this time in Leonardo's way-way-way-ahead-of-its-time flying machine.

Later, it's off to ancient Troy, where the Trojans learn to beware of Greeks - and Sherman - bearing gifts, especially if the gift is a gigantic wooden horse housing a phalanx of battle hardened and fun-loving warriors. Sherman finds himself inside the storied Trojan Horse, where he makes fast friends with Agamemnon, the commander of the Greek armed forces during the Trojan War.

The latter was one of Minkoff's favorite characters. As played by Patrick Warburton, whom Minkoff calls, "one of the funniest actors working in any medium," the Trojan Horse sequence is played as a mix of historical fact and lots of fun and fantasy.

Encounters with other historical greats are also in store for our intrepid time travelers, including Van Gogh, Einstein (voiced by legendary funnyman Mel Brooks), Lincoln and Shakespeare. And as befitting a visit to such mega-luminaries, Peabody, Sherman and Penny travel in style and comfort, via the WABAC. The device is a gleaming red sphere that floats above the ground. Inside is a 21st century high tech egg with bucket seats that glide around the glowing control panel, floating touch-screens and a holographic globe that functions as the WABAC's GPS system.

While the WABAC is the product of extreme leading-edge technology, something about the clicks, whirrs and humming sounds emanating from its computer system can make one wonder if it has its own opinions.

The WABAC's high-tech components include an array of power-monitoring knobs; and retractable, magically appearing chairs. The WABAC is such an advanced technological marvel that even its creators - the MR. PEABODY & SHERMAN filmmakers - aren't always certain what some of the controls do. Take the "synchronic fundibulator," which is some kind of ignition device, according to Minkoff. Then there's the "hemidemisemiquavatron," whose official and rather mysterious function is: "It does exactly what it sounds like."

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