The Grim Adventures of Billy and Mandy Wiki
The Grim Adventures of Billy and Mandy Wiki
Billy & Mandy's Big Boogey Adventure
B&M BBA.png
Series The Grim Adventures of Billy & Mandy
Writer Nina Bargiel

Jeremy Bargiel Maxwell Atoms

DVD April 3, 2007
iTunes April 3, 2007
Broadcast information
Cartoon Network US Premiere March 30, 2007 (US)
February 14, 2007 (UK)
Chronological information
Beware of the Undertoad
The Greatest Love Story Ever Told Ever

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.


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 get rid of Grim and then 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.

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.

Future Billy eventually goes back to the future to make sure that things were set right, 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" (as he puts a "Z" at the end instead of an "S"), and also revealed that his fear was running out of nachos.



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  • This movie marks the first time Mandy is kissed by Irwin.
  • This is the first time where Mandy is seen Screaming in terror.
  • When Boogey enters the pipe, the Warp Pipe sound effect from Super Mario is played.
  • In Mandy's worst nightmare, it is shown that Billy and Grim really mean a lot to her and she'd feel weak if they ever found 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 at one point -- it's never explained which side of Billy's family that this particular cousin is from though.
  • This episode claims that General Skarr has been living in Endsville even before he left his job at Evil Con Carne.
  • There are two online games based on this episode named Grim's DownFall and Solar Wind.
  • 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 Pale Ghoulish Juror says to Fred Fredburger "You eediot! That says guilty", it's a reference to Ren Hoek's most popular catchphrase from Nickelodeon's cartoon series The Ren and Stimpy Show.
  • 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.
  • Inside of Billy's body is real life footage of inside the body.
  • 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 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.
  • During the drum solo, billy wears makeup that resembles David Bowie's Ziggy Stardust.
  • The scene where Irwin made Mandy wake up from a kiss to break the sleep spell references ‘’Sleeping Beauty’’.
  • 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 doesn't have an antagonistic side. The film changed almost 100% of Kuki's attitude and personality.
  • Billy has a fear of Spiders and Clowns from the episodes Jeffy's Web & Attack of the Clowns.
  • Mandy's Couch Gag was referenced in the movie. When Mandy gets kidnapped by Boogey and has multiple, sequential nightmares, one of them features her being trapped in the gag's setting by an invisible wall (the TV screen) and yelling to be let out.
  • Jack's artwork from the fighting game appeared during Grim's trial.