Billy & Mandy's Big Boogey Adventure
Writer Nina Bargiel

Jeremy Bargiel Maxwell Atoms

DVD April 3, 2007
iTunes April 3, 2007
Broadcast information
Cartoon Network US Premiere March 30, 2007
Chronological information
Wrath of the Spider Queen

Billy & Mandy's Big Boogey Adventure is the first film of The Grim Adventures of Billy & Mandy, made in 2006. This story takes place between Season 6 and the argument of the videogame.


  • Story by: Maxwell Atoms
  • Written by: Maxwell Atoms & the Bargiel Brothers
  • Animation direction by: Joo-Shik Yoo & Kwang Rae Park & Soo-Hyun Park & Hyung Tae Kim & Jae-Bok Lee
  • Art direction by: Marc Perry
  • Editor: Illya Owens
  • Storyboards by: Carl Greenblatt

Maxwell Atoms

Mike Diederich

Alex Almaguer

Ian Wasseluk

Cara Nicole Whitaker

Chris Headrick

Jay Baker

John Holmquist

Spencer Laudiero

  • Directed by: Shaun Cashman

Kris Sherwood

Gordon Kent

Matt Engstrom

Eddy Houchins

Sue Perrotto

Robert Alvarez

Russell Calabrese

Phil Cummings

Mike Lyman

Christine Kolosov

  • Supervising director: Juli Hashiguchi


After Grim is stripped of his powers by the underworld court due to the Boogeyman suing for misuse of his powers (Skarr gets a hole in his body), Grim, Billy, Mandy, and Irwin are set to be exiled, and Numbuh 3 of the Kids Next Door becomes the new Grim Reaper. Boogey's main plan is to steal the Horror’s Hand, an object capable of transforming its holder into the scariest and most powerful being in existence. The group eventually escapes and plans to obtain the hand for themselves for various reasons.

Irwin gets into one of his power trips and again gloats over his wish to make Mandy his queen, but she slap him across the face in refusal.

Both groups eventually reach where the hand is held, and they are forced into a race by Horror, a living statue that cut off its hand, and placed his fears within it. Grim's group wins the race, and they eventually find the hand. Boogey gets a hold of the hand, but he is eventually defeated when he learns that he is not scary. Later on, Boogey suffers from many injuries, and gets a mental disorder, causing him to be afraid of everything around him. Afterwards, Grim gets his job back, and the group learns that they had gotten everything that they wanted without having the hand. In the end, a naked, cut up Billy comes from two weeks in the future to warn that if Mandy had used Horror's Hand, she would have taken over the world in two weeks. He eventually goes back to the future to make sure that things were set right. Later on, the credits roll, and shows epilogues.

After the credits, Billy went back to the future, and finds that Fred Fredburger somehow stole Horror's Hand from Grim's magic trunk and took over the world as the new Lord of Horror. Despite his newly-acquired power, he is very much the same mutant green elephant-like creature he was. He can't spell "Nachos" (he puts a "Z" at the end instead of an "S"), and also revealed his fear was running out of nachos.

Billy and Mandy's Big Boogey Adventure
Billy and Mandy's Big Boogey Adventure Promo




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The image gallery for Billy & Mandy's Big Boogey Adventure may be viewed here.


  • This movie marks the first time Mandy is kissed by Irwin.
  • When Boogey enters the pipe, the sound that plays when you enter a pipe from Super Mario Advance 4 can be heard.
  • In Mandy's worst nightmare, it is shown that Billy and Grim really mean a lot to her, and it is one of her worst nightmares that they find out about this.
  • At the bottom left corner of the Cannibal Run map, there is label reading, "To Camden, New Jersey."
  • It is revealed that Billy has a second cousin who was able to steal Grim's scythe, to whom which side of his parents' family he belongs to is unknown,
  • This episode tells us that General Skarr has been living in endsville even before he left his job at Evil con carne.
  • The scene with a robotic Billy and Mandy looking on from a gigantic monitor is a reference to the film Sergeant Pepper's Lonely Hearts Club Band.
  • When Boogey tells his assistant, Creeper, to summon the kracken, it is an obvious reference to the Disney film, Pirates of the Caribbean 2: Dead Man's Chest where Davy Jones sends his kracken out to hunt down Captain Jack Sparrow and then later Will Turner. And the fact that Boogey's ship has black sails may also be a reference to the Pirates trilogy due to the Black Pearl also having torn, black sails.
  • When Billy, Mandy, Irwin and Grim are about to be eaten by the cyclopes, then take his eye and cause Billy to eat it, is a reference to the Greek story of Oddessius where Odessius and his men are trapped in a cyclops's cave and Oddessius and his men blind the cyclops and trick him into letting them go.
  • The keys that Creeper uses to release the Krakken makes a sound of the car key vibration to open the headlights of a sedan.
  • The characters from the show Sperg, Mindy, Pudn, Miss Butterbean, Nigel Planter and the rest of the Harry Potter parodies, Nergal, Nergal Junior, the parents of Mandy, Mandy's dog, Irwin's parents, and Billy's aunt do not appear. It should be noted that The Secret Snake Club and Mrs. Claus would have been marked absent if they were not mentioned in the very long list Boogeyman shows with a clip show picutre of each who stole Grim's scythe. Also, the special characters Hoss Delgado (referenced in the ending credits) and Jeff the Spider do not appear.
  • The guitarist shown playing the solo in the song Scary-O resembles Slash, the guitarist of the band, Guns and Roses. He has long hair and the signature tophat with medals on it like Slash does.
  • The scene where Irwin made Mandy wake up from a disgusting kiss references Sleeping Beauty after defeating several pirates.
  • Irwin said "This is just like Titanic!", referencing the suicide part.
  • Irwin finally kissed Mandy in this film, which he always wanted to do in the TV Series. However, the ending credits stated he caught cooties and mono after he did this act.
  • The picture where policemen are fighting dinosaurs is a parody of the 1997 film The Lost World: Jurassic Park, where several police cars chase after a Tyrannosaurus Rex rampaging loose in San Diego brought by ship transport. The dinosaur the cops are fighting is a Spinosaurus, the major antagonist of the film Jurassic Park 3.
  • Boogey's ability to morph into objects is absent in the film, which he had in the TV Series.
  • According to Tom Warburton, the creator of Codename: Kids Next Door, he first wanted to use Numbuh 2 as the Reaper in the film, but he ended up with & having Numbuh 3 as the Reaper, since she is the only Sector V Operative who has an antagonistic side. The film changed almost 100% of Kuki's personal attitude and personality

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