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Holley Shiftwell

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Performer: Emily Mortimer
Appeared in: Cars 2
Holley Shiftwell Turntable00:24

Holley Shiftwell Turntable

Mater: "I never did get your name."
Holley Shiftwell: "Oh, yes, sorry. It's Shiftwell. Holley Shiftwell."
—Holley introducing herself to Mater

Holley Shiftwell is a supporting character in Cars 2.

Cars 2

Holley is a beautiful young British desk agent turned spy-in-training who is stationed in Tokyo. Well-educated and sharp, she knows every trick in the book (or rather, she relies on every trick in the spy manual). She is armed with all of the latest state-of-the-art spy equipment imaginable, from hidden cameras and concealed weapons to a telescoping utility arm and a holographic pop-up display. Holley is a highly motivated agent, but is fresh out of the academy, so her experience is based on lessons learned in school rather than real-life situations. When Finn McMissile requires Holley's technical expertise for his latest top-secret field operation, she finds herself pursuing a rendezvous with the most unlikely candidate -- Mater, an innocent tow truck caught up in the intrigue, who is mesmerized by the beauty of his newest friend.[1]

At the end at the movie, she says she is Mater's girlfriend and says to Mater that he still owes her a first date.


  • Top Speed: 160 mph
  • 0-60 mph: 5.5 seconds
  • Engine Type: 3.5-liter turbocharged V6
  • Horsepower: 275
  • Hometown: London, England

Weaponry and Gadgets

As a spy, Holley Shiftwell is equipped with gadgets including:

  • On-board computer: Holley is equipped with a computer that can analyze spy data. It projects a hologram heads-up display as a screen and dual trackball platforms as a mouse.
  • Projection lamps: Located above her headlights, they emit the hologram heads-up display.
  • Dual mounted trackball platforms: Retract in the undercarriage and used to control the heads-up display, with the wheels, in the way a mouse controls a computer.
  • Headlight cameras: Invisible, they transmit an image to Holley's on-board computer that can then be analyzed.
  • Digital read-outs: Located on the side mirror, the screen can receive transmissions from other spies or view a map of the environment.
  • Flight Afterburners: Located in the rear deck exhaust. Enables Holley to fly at fast speeds.
  • Retractable Wings: Located on both sides and her rear deck. They assist her to steer while she is in flight.
Holley swoops in

Holley swooping in, surprising the lemons

Holley's front wheels are equipped with several gadgets:

  • Concealed guns: One in each front wheel.
  • Electroshock device: A taser-like weapon. Holley uses it to neutralize cars without damaging them.
  • Telescoping utility arm: A small screwdriver-like arm that permits Holley to more precisely use the buttons of a control panel and hold small devices.


  • Holley's name is a reference to Holley Performance Products, Inc., a manufacturer of high-performance carburetors and fuel systems located in Bowling Green, KY.
  • Her design has a close resemblance to the Jaguar XJR-15.
  • Her license plate is HS1201, which includes her initials. The number 1201 is Emily Mortimer's birthday (December 1st).
  • In some LEGO Cars 2 sets, it includes Holley. However, that version of her is a little bit more pink.


Holley Shiftwell: "This cannot be him."
Finn McMissile: "Is he American?"
Mater: "Look out, ladies! Mater's fittin' to get funky!"
Holley Shiftwell: "Extremely."
Finn McMissile: "Then it's him."
Holley Shiftwell: (drives over to Mater) "Hello."
Mater: "Well, hello."
Holley Shiftwell: "A Volkswagen Karmann Ghia has no radiator."
Mater: "Well, of course it doesn't. That's 'cause it's air-cooled."
Holley Shiftwell: "Perfect. Erm...I'm from the Tokyo Station."
Mater: "'Course, Karmann Ghias weren't the only ones. Besides the Beetles, you had your Type 3 Squarebacks with the Pancake motors."
Holley Shiftwell: "Yeah, OK. I get it."
Mater: "And before both of them there's the Type 2 buses. My buddy Fillmore's one of them."
Holley Shiftwell: "Listen! Erm... We should find somewhere more private."
Mater: "Uh... Gee, don't you think that's a little. . .?"
Holley Shiftwell: "Yeah, you're right. Impossible to know which areas here are compromised. So, when can I see you again?"
Mater: "Well, let's see. Tomorrow I'll be out there at the races."
Holley Shiftwell: "Got it. We'll rendezvous then."
—Holley mistakes Mater for an American spy.

Alexander Hugo: "Gremlins. Man, those are some ugly cars. Look like someone stole their trunks!"
(Alex, Ivan, and the other black Hugos laugh)
Holley Shiftwell: (in an Italian accent, speaking Italian) "My grand-a father has-a broken down. If-a one of-a you would help, I would be so thankful."
Ivan: "Sounds like you need some roadside assistance."
Alexander Hugo: "She was talking to me, Ivan."
Ivan: "Oh, really? Prove it!" (hits Alexander Hugo)
Holley Shiftwell: (still Italian accent) "No, no, no! Don't-a fight over me. Signore Tow Truck, per favore."
—Alexander Hugo, Ivan, and the other black Hugos meet Holley, who they don't know is a spy.

Finn McMissile: "Holley!"
Holley Shiftwell: "I'm detecting an extremely strong electromagnetic pulse." (sees the lemons' camera on top of the building) "Finn, it's the camera!"
Finn McMissile: "Where?"
Holley Shiftwell: "On the tower!"
(Finn rushes to stop the lemons.)
—Finn and Holley find the lemons' camera.


Concept Art




  1. Cars 2: Finn + Holley Character Bios!
  2. 'Cars 2' Character Stats, New Tokyo Party Clip and New Still as Sophia Loren Joins International Cast

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