A/N: And this is where I attempt to change one of the worst episodes of the show into a better one. And no, it's not by having Goofball get busted for pretending to be an imaginary friend. What I have in mind is actually quite similar to another episode I watched from another show I loved. That's all I'm willing to say for now. Other than that, it's best to introduce you to another OC of mine who'll take the stage. The character you're about to meet is portrayed by Paul Reubens (really loved his work as Pee Wee and other various characters). I hope you'll notice the great differences in this story as opposed to canon.

Chapter 4: Two Stooges and A Rat

It all started at a mall. The people there were going about their business as usual, with shopping for various goods, such as video games, food, and shampoo, just to make a few. As one of the customers stepped up in line, nobody seemed to notice that a rat looking left and right with a sneaky look on its face.

It didn't seem to be like any regular rat. For one thing, it appeared as big as a possum. And for another, it had a big, long nose. As it crawled up behind the counter of a food cart, the customer at the front was placing an order.

"I'd like to order one Cheeseburger, please."

The cashier was happy to oblige.

"Sure thing, sir."

The cashier got to work right away, getting two buns out before he began to cook a meat patty. Seeing the buns, the rat took the opportunity to move along and sit in the buns. The cashier/cook was about to put the cooked patty on the bun when he noticed the rat sitting on top of a bun as it chittered. Such a sight was too much for him, so he easily freaked out.

"RAAAAAT!"

Unfortunately, the customers in line heard that, which led to a chain reaction of panic. As the crowd all took off in a hurry, the rat was left behind in the food cart. There was only one other person left in the mall that seemed familiar with the rat.

He had a brown suit with a white shirt inside, slicked back brown hair and a black tie to go with the shirt along with khaki pants. And he seemed especially proud of the rat.

"Nicely done, my friend. Nicely done. We shall now partake in the most important meal of the day: free breakfast!"

The rat was just as excited about it as it chittered a "yeah!" The man took the cheeseburger from the counter once the rat put the patty on the bun, and he was about to take a bite when suddenly, he heard a voice behind him.

"Fergus!"

Fergus turned around to see the manager of the mall with white hair, a dark green suit, and dark green pants. He clearly wasn't too happy with what went down.

"I thought I made it clear I never wanted to see you two drifters in this establishment ever again."

Fergus turned to the manager, playing coyly with him.

"My good sir, I had assumed that was just a friendly suggestion."

"Well, here's another suggestion for you."

The manager cracked his knuckles. A second later, Fergus and the rat were launched out of the mall before the manager shouted.

"And don't come back here again, or I'll send you to court!"

He then closed the door, leaving Fergus quite displeased.

"I don't like what you're suggesting. Come, rat. We'll take our business elsewhere."


Later on, Fergus and the rat were walking the streets. They haven't had any luck conning other businesses for food since the mall. They practically had no options left.

"Well, this is a fine how-do-you-do. Now, where are we supposed to find a meal?"

Just then, to answer Fergus' question, he overheard Frankie's voice as she narrated on the TV. While she did, Fergus and the rat noticed that there was a giant mansion in the background.

"Foster's Home for Imaginary Friends is a wonderful, funderful, imagination habitation. We provide food, shelter, and a warm heart for imaginary friends looking for a place to call home. So if you know of, or have an imaginary friend that desperately needs a home, then come on down to Foster's Home for Imaginary Friends, where good ideas are not forgotten."

Fergus and the rat bore a wicked grin as he spoke.

"My friend, I do believe we struck gold..."


Meanwhile, at Foster's Frankie and Gabe were washing the floor. Between the two of them, it took a half-hour, which was miraculous considering the state it was in before. Gabe wiped the sweat off of his brow as he sighed.

"Phew! All done. Finally."

Frankie had to admit that it was impressive how fast they got done.

"Honestly, that was faster than I thought. I guess it's easier with someone giving you a hand. I'm just glad Grandma was too busy riding with Scarlet around the world to see this."

Gabe smiled at Frankie's words just as Bloo came in. He was holding a towel and rubbing it all over himself.

"Hello, Frankie, Gabe."

Frankie wasn't quite in the mood to see him as she frowned.

"What now, Bloo?"

Bloo continued to rub the towel as he spoke.

"I just wanted to say thanks for helping out with the mess. You didn't have to do that."

Frankie made a cross look as she replied.

"Actually, we did."

Gabe tried to lower the tension as he interjected.

"Well, not that it would change much. But still, you gotta stop causing trouble. Frankie and I have a ton of stuff to do today before the Fake-Out Show tonight."

"Trouble? When's the last time I caused you any trouble?"

Gabe gave him a raised eyebrow.

"Really? Don't you remember how it was a half-hour ago?"


30 Minutes Earlier

Bloo was wearing goggles while holding one blue bowl and a yellow vial. Frankie walked by with a basket in her arms as she spoke a warning.

"That's a bad idea."

Of course, Bloo disregarded it quickly.

"Pfft! Whatever."

However, the instant the drop of blue vial dropped into the yellow vial, the whole house was caught in a sticky yellow substance as some of it even leaked out of the windows as Frankie shouted.

"Bloo!"


30 and a Half Minutes Later

Gabe looked at Bloo in disapproval as he finished.

"Mr. Herriman was stuck hopping in place from that, too."

Bloo then recalled the event, but even so, he kept a smug smile on his face.

"Oh, that. If you think that was trouble, you have no idea."

Frankie growled and was about to tell him off, but Gabe held his hand up, surprising her as he spoke.

"Hold on, Frankie. I got this. Bloo, you know how we had fun with water guns when we first met?"

Bloo couldn't forget how quickly Gabe turned the tides after getting sprayed.

"Oh, yeah! You really got me there. How come we don't do that stuff all the time?"

Gabe thought it best to explain it to the blue blob as he got on his knees.

"Well, it's because you keep causing trouble like earlier. It's only adding more work for me and Frankie to do and leaving no time for us to hang out. Does that make sense?"

Bloo was about to answer, but he began to take in the context and feel guilty as he made a slight frown.

"Oh. Right."

Gabe put his arm around Bloo reassuringly as he spoke.

"It's okay, Bloo. Just keep your troublemaking to a minimum, okay?"

Bloo made a salute as he replied.

"You got it!"

Bloo walked out of the hall with a confident and determined look as Gabe smiled his way.

"I'm glad we had this talk."

Gabe looked back to Frankie, seeing the stunned look on her face.

"What?"

"How did you do that? Bloo never listened to me before."

Gabe only scratched his head as he explained.

"Oh, yeah. A couple days ago, I asked Mac's mom for some advice. I just needed to give Bloo some perspective and be patient with him."

Frankie seemed especially surprised with that kind of advice.

"Wow... I never thought of that. I usually had to work hard alone. Real hard. I mean, I get one, maybe two nights off tops a month in this place."

Gabe scooched closer to Frankie, beginning to remember that she usually had to work by herself before he came along. He put his arm around her as he reassured her.

"Don't worry. You won't have to do it alone anymore. I'm here for you."

Frankie hugged Gabe back as she spoke softly.

"Thanks, Gabe. Maybe I'll try being patient around here."

Just then, the two of them heard a doorbell ring, which Frankie was quick to answer.

"Coming!"

She and Gabe got up as Frankie tossed the sponge back into the bucket, which then hopped away. When Frankie opened the door, she and Gabe were met with a very peculiar character. He had light orange mullet hair with a clown nose on top of his nose. He also had a white shirt with polka dots on it, shorts that appeared ripped up at the end, and sneakers. And beside him was a large bag. Frankie and Gabe looked especially confused since he hadn't said a word, continuously chewing gum in his mouth. After a moment of silence, Frankie spoke up to him next.

"Uh, can we help you?"

"Uh..."

The boy only scratched his head as he blew a piece of gum and popped it before he spoke again.

"Yeah."

The boy continued to chew his gum as Gabe tried to get to the bottom of it.

"Well, what exactly can we help you out with?"

In response, the boy asked a question of his own.

"Hey, is this that place? You know, where you, uh, go to?"

Gabe only scratched his head, confused with what he was saying. However, Frankie decided to clear it up before the boy cut her off.

"Uh, this is Foster's Home for—"

"Yeah, you give people like me free food and a place to crash and hang out or whatnot."

Gabe and Frankie looked to each other for a moment before he answered him.

"Well, that's a blunt way of putting it, but sure."

However, Frankie was unconvinced by his appearance as she crossed her arms.

"Except we give imaginary friends those things, not people. Especially not weirdo teenage boys."

Frankie was about to close the door but Gabe stopped her.

"Hold on, Frankie. Let's not cut to the chase. Maybe he has an imaginary friend to drop off here."

The boy nodded to the two of them as he spoke.

"Right, right. Well, I'm thinking I'm one of those things you were talking about."

Gabe raised his eyebrow, starting to be suspicious himself.

"Wait. You're an imaginary friend?"

"Yeah, I'm one of those, eh, imaginatory guys."

Frankie concurred in a sarcastic tone as she smiled.

"Yeah, sure you are."

"Uh-Huh. Look at these kooky clothes and this nose. It's crazy."

Gabe kept a fair amount of suspicion as he held his hand out.

"Before we go any further, can I see your nose for a bit?"

The boy only blew his gum and popped it over his face, causing Gabe to exclaim as he answered.

"Sure. Here you go."

After getting the gum off of his face, Gabe and Frankie were surprised to see that underneath the clown nose was an elephant trunk. The boy only smiled as he put the nose back on.

"See? I'm all imaginated and whatnot. Honk, honk."

It was safe to assume that the boy standing at the door must have been one of the less creative types. Where he came from, they don't seem to know. But judging from that bag, it was safe to say he's had a hard time moving out.

"Now, uh, give me food and take care of me and stuff."

However, taking his attitude into context, maybe it wasn't so hard for his creators to kick him out. Gabe and Frankie looked to each other for a moment before he spoke.

"Uh, before we do that, can you give us a second?"

Gabe closed the door before Frankie quickly objected.

"Yeah, there's no way we're letting that guy in."

"But Frankie, you saw his nose. He is an imaginary friend."

"Yeah, and he's also a jerk. I know I said I'll try to be patient, but with guys like that, it's practically impossible."

Just then, Mr. Herriman's voice rang out.

"Miss Frances! Foster's never turns away a friend in need."

Gabe and Frankie looked at Mr. Herriman in confusion as she tried to explain.

"Well, actually..."

"Don't give me that look, Miss Frances."

Mr. Herriman opened the door to see the young man still standing out.

"Of course, he's an imaginary friend. Just look at that nose. It's positively wacky!"

Gabe looked at Herriman in puzzlement.

"Wait, you know what his nose looks like?"

Mr. Herriman didn't look quite amused about the fact that Gabe had to ask him.

"Well, I do have eyes, Master Gabriel. Now, do you have a name, my fine figment?"

The boy was caught in a bit of a slur as he tried to answer.

"Yeah, uh... I got one of those. Who don't, right?"

Mr. Herriman nodded towards him before turning to Gabe and Frankie as he wondered about the identity of the young man.

"Which is what?"

"Uh... name right? Okay, uh... Goofball. Yeah, that's it. Goofball! Goofball, uh, McGee."

Gabe leaned closer to him as he spoke.

"It took you a while to remember your name, huh?"

"Yeah, I'm just, uh... not too good with people skills and such."

Gabe backed away and stood by Frankie as they took this fact into account.

"That actually makes sense."

Mr. Herriman seemed to agree as he spoke up.

"Delighted. Welcome to Foster's, Goofball McGee. Miss Frances and Master Gabriel here will be more than happy to take care of your needs."

Frankie normally would've scoffed at this, but like it or not, he did turn out to be imaginary. Regardless, she also said it would be practically impossible to put up with folks like him. Gabe gave her a slight nudge as he whispered to her.

"Remember. Try to be patient."

Frankie didn't like being reminded of it, but she had to try sometime.

"Okay. And while we take care of that, why don't you go help yourself to your new room?"

Goofball smiled at the trio as they allowed him inside.

"Yeah, fantastic."

Once inside, Goofball tossed his bag up into the air, only to be caught by Gabe. With that out of the way, he turned to Frankie as he somewhat agreed with her.

"We are gonna have to teach him people skills at some point, though."

At that moment, the two heard another voice behind the door.

"Hello there."

The trio looked at the door to see none other than Fergus. Frankie and Gabe were quite puzzled to see another arrival already. But Mr. Herriman looked especially startled.

"What the...?"

"Oh! Good heavens! ! I-I wasn't aware you were waiting! I must've missed the memo!"

Fergus only made a reassuring smile as he replied.

"Oh, not to worry. I just got here."

Frankie became quite curious about him as she walked up to him.

"And your name is...?"

"Oh, that's right. Allow me to introduce myself. My name is Fergus."

Fergus held his hand out as he shook Frankie's hand.

"Nice to meet you. At least, a lot nicer to meet than Goofball."

Just as Gabe set the bag on the couch, Fergus looked around in awe with the scenery as he spoke.

"Such a lovely place you have here. Almost as lovely as you."

Frankie and Gabe both responded at the same time, though she did it out of curiosity while he did it in surprise.

"What?"

"What?!"

"I said, you look like a woman in charge."

This caused Frankie to blush as she replied.

"Well... I do run a pretty tight ship."

"Yes. Very pretty indeed."

Frankie began to blush harder as she laughed a bit.

"Thanks, but I already have a boyfriend. I mean, I don't! But I kinda do? Maybe..."

As for Gabe, he didn't like it one bit. He quickly cut it short by moving Frankie away from Fergus before he spoke in a somewhat cold tone.

"Anyway, is there anything we can do for you?"

Fergus was quick to answer as he turned to them.

"Yes. I would like to look around this establishment and make sure it's up to code. It is my job as part of the California Estate Regulatory Commission."

Fergus got out his badge and showed it to Frankie and Gabe as he spoke on.

"Or CERC for short. I'm here to determine whether a shutdown or a change in management is in order."

Mr. Herriman turned back to Frankie and Gabe as he spoke up with tense worry in his voice.

"Which is why we must be sure that he sees no reason to shut down Foster's anytime soon. So please make sure that everything's up to code."

Frankie and Gabe were both caught utterly by surprise. They hadn't known that a CERC official was going to examine Foster's. Nevertheless, the two of them nodded to Mr. Herriman.

"Don't worry, Mr. Herriman."

"You can count on us."

"I should hope so. The fate of Foster's depends on it."

The rabbit then hopped away, trying very hard to avoid being seen afraid. But they could see his sweat dropping off his whiskers. Once he was gone, Gabe turned back to Frankie before he spoke in a whisper again.

"Okay. This is a double-whammy today. So it looks like we'll have to divide and conquer."

"Really? How?"

Gabe could only think of two ways as he relayed them.

"One of us will have to stay with Fergus while the other looks after Goofball."

Unfortunately, it seemed as though Frankie had already chosen as she stood next to Fergus. She really must not like Goofball.

"So, is there anything I can do, Fergus?"

"Yes. I would like to order a sandwich. Just to ensure it's satisfactory for all the imaginary friends, of course."

"Well, sure. One sandwich coming up."

Gabe crossed his arms, suspecting her sudden decision before she explained.

"Sorry. I can't help it. He has really nice manners."

Gabe made another sigh. He realized there's just no talking her out of it at this point, unless he wanted to cause an uproar.

"Alright. I guess I'll go help Goofball out while you're at it."

Gabe gave Frankie a hug, which she returned as he spoke softly.

"See you later."

"Okay."

With that, the two went their separate ways, both doing their best to look after Foster's. But as soon as Frankie turned around, he noticed a tail sticking out of the brown suit before it pulled itself back in, making her puzzled for a moment before she eventually shrugged it off.

"That was weird. I must've been seeing things..."


Later, on Gabe's side of things, he was taking care of the laundry as he put a load into the washer when Wilt came in. One of his wrist bands was stuck in goo from Bloo's earlier mess.

"Hey, Gabe. Mind throwing this in there, too?"

Gabe took the wrist band and put it inside the washing machine in the first load before Goofball appeared with a dirty red football jersey with number 13 on it.

"How's about my, uh, high school football jersey?"

Gabe raised his eye, confused that he'd have a football jersey in the first place.

"You have a football jersey?"

"Sure I do. Coach says we got to look sharp for the big game on Friday."

Gabe had to admit, he was starting to see why Frankie had a hard time liking him. Regardless, he knew what his job was.

"Right. And where exactly do you go to school?"

"Uh, you know, in that, uh... that other place."

As much as Gabe wanted to know more details, he had a feeling he wouldn't get anywhere with him just yet.

"Well, wherever you go to school, I don't think there's enough room in this load."

Fortunately, Wilt was willing to compromise.

"Oh, hey. I can take out some of my things. It's the least I can do for the new guy."

Wilt took out his wristband as Goofball spoke up.

"Oh, and make sure you use plenty of stain remover on the pits."

Gabe sighed before he turned to Goofball.

"Look, Goofball. I get that you don't have much talent for... people skills. So, how about I teach them to you, and maybe you can learn from them."

Goofball had a look of curiosity. It seemed out of the ordinary for him to get people skills.

"Really? Like what?"

Gabe felt it should be obvious. He explained the concept as he put the football jersey inside the load and started it.

"You know, like thinking about others and being considerate. Like Wilt. Just a moment ago, he took out his wristband from the load so I could put your jersey in. That's what's called being considerate."

Goofball nodded as he spoke aloud.

"Oh, yeah, right. Now, I get it."

After a few moments of silence, however, Gabe saw through it right away.

"You don't get it, do you?"

"Nope."

Gabe sighed as he facepalmed.

"We've got a long way to go, buddy."


Meanwhile, on Frankie's side of things, she was in the kitchen making a sandwich. Fergus made a request for one earlier, but the trouble was he neglected to tell her exactly what sandwich he wanted. All he told her was, "surprise me." This got her quite worried.

"Oh, what kind of sandwich would he like? He never told me...!"

In that moment, Bloo came into the kitchen and saw Frankie making a sandwich. He figured it was an opportune moment for one of his own.

"You're making sandwiches? Great. Can I have a double decker, please?"

Frankie looked down at Bloo with a worried look. He wasn't sure if he was taking Gabe's advice to heart well enough for him to be in this situation.

"Not now, Bloo. I have to make a sandwich for someone really important. If I don't give it to him, Foster's is as good as shut down."

Bloo gasped from hearing that kind of stake. He never thought it was that big a deal. Then, of course, there was whoever ordered the sandwich.

"Wait. Who asked for the sandwich? Was it Mr. Herriman?"

"What? No, Bloo. Look out the door."

Bloo looked through the door, seeing that Fergus was sitting by himself on the table. When he got back in the kitchen, he was puzzled to see this stranger sitting beside Mr. Herriman, who looked quite frightened himself.

"Who's that fancy guy?"

"That fancy guy is Fergus. He's a CERC official. We have to make sure everything's up to code around here, or everything will be shut down."

"And how's making a sandwich supposed to help that?"

Frankie was about to counter, but she had to admit, it was a surprisingly good point. Even so, it's best not to take any chances.

"I don't know, but I better not let him down. So can you please stay out of my way until then?"

Bloo pauses for a moment as he recalled Gabe's earlier advice.

"Just keep your troublemaking to a minimum, okay?"

And with something that big at stake, he couldn't sit this one out.

"Can I help?"

Those were the words she never expected to hear from the blue blob, so she was quite surprised. Though, given his track record, she had a right to be worried.

"Bloo, I'm not sure if—"

"It's okay. Gabe told me to keep my troublemaking to a minimum. And helping you out lowers any chance of it, right?"

Frankie would've argued with him, but with Foster's at stake, she had little choice.

"Okay. But you have to avoid making trouble, okay?"

"Got it. And don't worry. I've got a plan."


Later on, Gabe was finishing up on brushing Eduardo clean in a bath with a brush.

"Okay, Eduardo. All done."

Eduardo then shook off all the water before his fur got fluffed.

"I am squeaky clean!"

"Well, that's one more item on the list done."

At that moment, Goofball came up to Gabe with a folder.

"Hey, uh, Mr., uh, Gabe. You mind if I ask you a personal question?"

"Sure. What is it?"

Goofball opened up the folder before he spoke his question.

"If... Train A leaves station B at 9:15 traveling 125 miles per hour and makes two stops, and then Train B leaves station A at 9:25 traveling a hundred miles per hour but only has to make one stop, uh, which train will get there first?"

Gabe began to think it was more than a personal question. He knew exactly what kind of question it was.

"Depends. Is that homework you're talking about?"

"Uh, yeah, I guess it's, uh, kinda."

Gabe took a look at the paper Goofball held and inside, he found a different name inside. Instead of Goofball, it said John McGee.

"Is that really your name?"

Goofball saw the name on the paper and thought it best to clear up the misunderstanding.

"Oh, that. It's actually my creator's homework. He always asks me to do it, but, uh, I ain't no genius."

Gabe was starting to get more and more suspicious as he eyed Goofball for a few seconds. Eventually, however, he thought it best not to dwell on it.

"Tell you what, how about I go over it with you after I take care of everything here, okay?"

Goofball nodded to Gabe as he walked off.

"Okay, uh, sure. I can wait."

Goofball was about to blow another bubble near Eduardo, who got fascinated in seeing the big bubble, only for Gabe to quickly move in front of Eduardo, shielding him from the bubble as it popped right onto him instead. Goofball became surprised to see the bubble on his face as he pointed it out.

"Whoa. You, uh, might want to look in the mirror. You got something a little, uh... over there."

Goofball gestured to his whole face as Gabe grumbled. On the plus side, however, it did save him the trouble of bathing Eduardo all over again.

"I know."


Later on, Gabe was cutting the hedges when he heard the door open and close behind him. It came from the van that was part of Foster's. And at the wheel was none other than...

"Goofball?!"

"Hey, Gabe. Look at me."

"W-What are you doing back there?"

"I'm, uh, trying to get my driver's license in here."

Goofball then laid on the horn for a second as he tried to figure out the controls.

"You know how to work these things?"

In fear of him causing any potential accident, Gabe tried to warn him.

"Wait! Is your foot on the brake?"

Goofball looked down at his feet and saw for himself that it was.

"Uh, yeah."

"Don't touch anything, Goofball. I'll be right there."

Gabe went up to the van and got inside before standing next to him, making sure that he didn't move one thing out of place. Upon seeing that Goofball hasn't moved since, Gabe let out a sigh of relief before he spoke.

"Okay, you see that stick next to you?"

Goofball looked next to him and saw the stick shift by the wheel.

"Yeah, you mean this doohickey?"

"Yes. That's the one. Just carefully put it in park."

Goofball looked at the signs near the stick shift and saw a P. It may not be complete, but he could make a wild guess about that.

"You mean, uh, P, right?"

Gabe nodded to him as an answer. And per Gabe's advice, Goofball carefully put the stick in the P position, stopping the van permanently in place as Gabe turned the van off before he sighed. After which, he checked up on Goofball, who felt pretty proud of himself to manage that.

"Well, the parking's not so bad, huh?"

"Goofball, what were you trying to get a license for, anyway?"

Goofball answered bluntly as he replayed.

"You know, uh, to get back to my family, and stuff."

Gabe looked at Goofball perplexed. He hadn't known Goofball long, so at this point anything would surprise him, but that didn't make him any less curious.

"Wait, you're what? You're trying to get back to them?"

Goofball nodded to Gabe as he leaned back, reminiscing on the family he had.

"Yeah. They're a really good family. Ever since John created me, I was kinda like part of the family, you know. But then we got to the circus, and we were split up. That's where I got this nose."

Goofball honked his nose for emphasis before he sniffled.

"Then we got separated from each other. It's... it's a real tragedy."

He got that right. It was a sad tale to hear for sure, even coming from Goofball's mouth. Gabe sat down on one of the seats as he thought of how he and Goofball were alike.

"You know, Goofball, you and I have a lot in common. The people here at Foster's... they're like my family, too. Especially Frankie."

Goofball became puzzled as he interjected.

"Wait. You two are related?"

Gabe looked back at Goofball, looking quite embarrassed that he brought it up the way he did.

"No, not like that. I mean, they mean as much to me as your family does to you."

"Oh, yeah. I can see that."

Gabe stood up from the seat and opened the door.

"Come on, Goofball. I think I know a way to help you out."


Meanwhile, Frankie and Bloo had just finished making a sandwich. The sandwich Bloo had in mind was what he asked for earlier. Frankie had her suspicions of this, looking at Bloo in a questioning manner.

"Is this sandwich really for Fergus, or is it for you?"

"Of course it's for Fergus. I mean, he did say to surprise him."

"Well, I just hope it doesn't make him mad."

A few seconds later, however worried she was, Frankie walked out of the kitchen with a double decker sandwich, catching the attention of Fergus. He was quite impressed by the display of such a sandwich as Frankie debuted it.

"Here it is. A double decker sandwich."

At the same time, Mr. Herriman noticed Bloo by Frankie's side and quickly spoke up to him, worried he might interfere with the first impression.

"Master Blooregard?! What are you doing here?"

Bloo leaned into Mr. Herriman's ear and whispered to him.

"It's okay. I'm helping Frankie with the sandwich."

As Mr. Herriman looked back at the sandwich, shaking in place, Fergus picked up the sandwich and examined it.

"Hmm... looks promising. The composition is decent. But the consistency..."

Fergus began to smush the crust of the bread, hearing a great crack as he breathed in the aroma that came with it.

"Exquisite. And the weight tells me all I need to know. But of course, the true test remains."

Fergus was about to take a bite out of the sandwich, only to see Mr. Herriman right up near his face.

"Do you mind?"

Mr. Herriman became embarrassed and backed away.

"Oh, sorry. My apologies, dear sir."

Fergus turned around and took a bite out of the sandwich as he savored every bite. Then, he opened his eyes and looked left to right before looking into his ascot where the rat was.

"Alright, rat, the coast is clear. It's time to play delicious."

On cue, the rat hopped into the sandwich before it winked at his master and he winked back at I before turning around, moaning in bliss from the food he'd eaten.

"Mmm. Mmmm! My compliments to the chef. This may be the most delicious sandwich I've ever had!"

Frankie felt her heart being lifted by Fergus' words. It felt nice being appreciated by someone for a change.

"You really mean that?"

As for Bloo, he felt relieved that he'd helped save Foster's.

"Yes! We did it!"

"Oh, I do. Except for one thing."

This made Frankie and Mr. Herriman gasp in worry as she spoke up.

"Oh, no. What is it?"

Fergus lifted up a bun, revealing the rat in the sandwich.

"Just this GIANT DEAD RAT!"

Frankie, Bloo, and Mr. Herriman gasped in utter horror as they saw the giant rat for themselves. Mr. Herriman, of course, knew one person was to blame for it.

"You, Master Blooregard! Was that supposed to be another one of your childish pranks?!"

Bloo was outraged by he idea as Frankie stepped up for him.

"It's not him, this time, Mr. Herriman! I kept my eye on him the whole time!"

Herriman snapped back at Frankie, though it was more out of panic than anger.

"Then how did that rat end up in the sandwich?!"

"I don't know!"

Fergus cleared his throat, catching their attention before he replied.

"However it happened, one thing is certain: you're all in deep trouble."

Bloo looked at Fergus worriedly, beginning to see Frankie's point.

"What do you mean?"

"This is the kind of scandal that can put you out of business. And once Foster's is shut down, all your imaginary friends will be kicked to the curb!"

Bloo, Mr. Herriman, and Frankie gasped at the very idea as the latter two tried to talk him out of it.

"N-Now, let's not be so hasty, Fergus! It could just be an oversight!"

"Yeah! Maybe we can work something out!"

Fortunately, Fergus couldn't agree more. Unfortunately, it won't be on their terms.

"That's right. If you don't cater to my every whim, I'll be forced to expose this establishment for the rat-infested mansion it is!"

Mr. Herriman wasn't going to take this threat lying down. Working to make sure he doesn't close Foster's down is one thing, but to be forced to it is another.

"Why, I never! There's certainly no way I'd accept that!"

However, Fergus reminded him of the stakes as he headed out of the kitchen and waved his rat sandwich in the air.

"Hey, everyone! Look!"

It practically shot Mr. Herriman's nerves as he closed the door before anyone could see.

"Stop! Stop. We're ready... to hear your requests."

Frankie and Bloo gasped at the scene. If Mr. Herriman couldn't stand up to him, who knows what could happen now? Only Fergus seemed to know. And it didn't appear to be good for everyone else.

"Oh, this is going to be delicious..."


Later on, Gabe and Goofball were inside Mr. Herriman's office, attempting to call his family. Deciphering as much of Goofball's bizarre talk as he could, Gabe surmised that they lived in Canada, and that his creator was John Larry McGee, who was actually he namesake for Goofball "John" McGee. If he didn't believe that there were unimaginative types before, he's certainly starting to now. That said, it seemed as though they had no luck.

"Uh, hello. Uh, hi, it's me, Goofball. I'm here at, uh, Foster's House for Pretendees?"

Gabe only shook his head before Goofball corrected himself.

"Er, sorry. Foster's Home for Imaginary Friends. Come and get me when you get the chance, 'kay? Uh, bye and bye."

Goofball then set the phone back on the top as Gabe spoke.

"Well, at least you corrected yourself. Now we just got to wait for your folks to come pick you up."

Just then, they heard footsteps behind them. Gabe and Goofball turned around to see a long list trailing behind. Gabe had a feeling about where it came from.

"Wait. Is that... Frankie?"

Gabe and Goofball followed the long trailing list to find Frankie. She seemed to be more stressed than usual.

"Clean TV room, check. Just have to whip up dinner, and I'm good to go."

And apparently, it was not a moment too soon. Fergus shouted out to her from afar.

"Where's my lunch?!"

Frankie was nearly chilled to the bone from hearing his shout.

"Coming!"

As Frankie rushed over, Gabe and Goofball looked to where she took off. Goofball was quite curious about the event.

"What was that about?"

"I don't know, Goofball. But I don't think we'll like it."

And he was right. When Gabe and Goofball looked inside, they found out quickly that Fergus took over everything! He was sitting at the end of the table like it was his throne. Mr. Herriman was standing by him as a valet while Bloo acted begrudgingly as a footrest. And as for Frankie, she was his waitress, holding a dish in her hand with a cover on it as Fergus took notice.

"Right this way."

Frankie set the dish in front of him before opening it up, revealing bacon, eggs, and sausages inside, making him eager to eat.

"Like breakfast in bed except it's lunchtime, and in the dining room!"

He wasn't the only one excited. The rat in the sandwich looked eager to eat it, too. It locked its lips and was about to take a bite, but Fergus quickly snatched up the food, leaving it disappointed as Fergus savored it.

"My, this does look fabulous!"

Fergus ate the eggs in one go, slurping up at the fork before he pulled it off and swallowed.

"Except that it needs more salt. Send it back and get me some eggs with extra salt while you're at it."

Frankie had a look of worry come over her as she tried to explain their situation to him.

"But there is no more. You ate everything in the kitchen. We can't make any more even if we wanted to."

"Then get more! Go to the market again if you have to! I'm not asking twice!"

Fergus tossed his fork near Frankie, making her back away in fright. As it happened, Gabe was getting very angry at the scene. How could a CERC official treat them like this?! He gritted his teeth and was about to burst in when he saw Frankie hold it together and accept the request.

"Okay."

Frankie walked away out of the dining room, but not before Gabe and Goofball backed out of the door.

"This doesn't look good, Gabe. It's a hostile takeover."

Gabe's fist trembled as he struggled to hold in his temper.

"I know. How could someone just...?! None of this is even...! He has got to go!"

Just then, they heard the door open, drawing Gabe and Goofball's attention to Frankie, who walked sadly out of the mansion. Gabe couldn't take seeing Frankie like this. As much as he hated Fergus got how he's treating everyone, he knew it wouldn't help Frankie by leaving her alone.

"Goofball, can you give me a minute?"

"Sure thing. Besides, I, uh, got a plan."

Gabe nodded to him with a sad smile before he followed after Frankie. The moment he got outside, however, he saw Frankie curled up at the stairs and sobbing into her legs. Granted it was only two weeks since he started working at Foster's but not once did he see her crying like this. He walked down beside her and sat down next to her, making her look up to see Gabe sitting beside her.

"Frankie... are you okay?"

The first thing Frankie did to answer that was leaping right into his arms and sobbing on his shirt as she spoke, overcome with despair.

"No, I'm not! That CERC official took over everything! Bloo and I made him a sandwich, hoping he doesn't shut us down, but then he found a giant rat inside it, and he's abusing us just so he could get everything brought to him...! And he threatened to kick out everyone at Foster's! And, and...!"

Frankie couldn't bear to finish before she broke out into an overwhelming sob. The best Gabe could do about that was to gently rub her back and hold her tight as he spoke softly.

"It's okay. Let it all out."

Once her crying died down, Frankie looked up to Gabe with a worried, fearful look.

"W-What are we supposed to do now...?"

Gabe looked up at the sky with a determined look.

"I don't know. We can't let him get away with this. But for now... we'll do what we can."

Gabe stood up as he helped Frankie do the same.

"You need some help at the market?"

Frankie smiled softly at him as she nodded.


At the market, Gabe picked up the necessary items while Frankie pushed the cart. It was good to have a breather away from Fergus while he sat content in his "throne". But while they gathered the items, Frankie told him (more calmly) about everything that happened since they split up. Even after what he saw, Gabe couldn't believe it actually came to that.

"So, that's how it all happened."

"Yeah. I still don't understand where that dead rat came from. Bloo and I didn't see any when we were making that sandwich. It's almost like it appeared... out of nowhere..."

Frankie trailed off as Gabe looked back to her. She must have realized something that could only make sense throughout this whole thing.

"That CERC official was just a hustler!"

Gabe had an unfortunate feeling that it wasn't the first con he pulled.

"Right. He must've been using that rat to pull cons like this all the time."

Frankie couldn't accept that as she tensed her fists into knuckles.

"We can't let him do this...! But if we try to stop him, then he'd..."

Frankie was beginning to look doubtful, but Gabe put his hand on her shoulder, making her look to him.

"I know. We need to get that sandwich away from him, at least. Without it, he can't hold it against anyone."

Frankie smiled softly at his level-headed attitude. Of course, the devil's in the details.

"Right. But how do we get it?"

Gabe had a slight frown on his face before his determined look returned.

"Don't know. But I'll try and think of something."


Some time later, Frankie and Gabe were back at the car, having just put all the groceries into the back. Once inside, Frankie turned to Gabe with a soft look.

"Hey, Gabe?"

"Yeah? What is it?"

"Well... I tried to be patient when Fergus took over. But everything's gotten so out of hand, I... it was so hard for me to do it."

Gabe had a feeling about what she was talking about. He gently put his hand on her back, making her turn to him as he replied just as softly.

"I know. I saw how hard he's been treating you. To tell you the truth, I wanted to beat him up for it."

Frankie looked at him quite flummoxed. She never take Gabe to be that kind of person. The thought was nice, at least.

"Still, I'm proud of you for trying. Fergus was wrong to use that against you."

Frankie felt her heart melt before she hugged Gabe again, this time out of joy as she she'd tears.

"Thank you so much, Gabe. I'm so glad you're here."

Gabe hugged Frankie back as he gently stroke her back.

"Yeah. Me, too."

When the hug was finished, however, Frankie still had one more question on her mind.

"So, uh... does that make us like boyfriend and girlfriend?"

The question made Gabe blush to the extreme as he replied nervously with a smile.

"What?! No. I-I mean, yes! Wait. Maybe...!"

Seeing his reaction made Frankie smile again as she laughed.

"It's okay, Gabe. We can work up to it later. But right now, it's like you said. We can't let Fergus get away with this."

Gabe shook off the blush with a determined smile as he replied.

"Right."


When they got back at Foster's, with many groceries in hand(s), Gabe and Frankie were utterly surprised to see Goofball standing in front of a pizza delivery guy before he took the boxes. And as it turned out, Fergus was enjoying the meal as well. Gabe looked at the group in surprise as he spoke up in an odd blend of outrage and relief.

"What is this?"

Mr. Herriman explained the situation to the two of them as Fergus enjoyed the pizza.

"Well, you and Master Gabriel were taking an awfully long time, Miss Frances."

Bloo couldn't agree with him more as he spoke up.

"I thought we'd starve."

Fergus then stepped up to the two of them with a greedy smile on his face.

"So did I. But thanks to Goofball's idea to order in here, all of us are fed and appeased. No thanks to you, of course."

Gabe was growling like a beast at Fergus, but Frankie tried to help him keep his temper in check.

"Gabe, calm down..."

Gabe managed to calm down some, though he wondered what Goofball's plan was. If he recalled correctly, he was no genius, or so he said. To be certain, he leaned to him and whispered.

"What exactly is your plan, Goofball?"

"You know, the plan for dinner so the big guy doesn't get too mad at you."

Just then, the pizza delivery guy spoke up behind him.

"That'll be $55.50, sir."

Gabe and Frankie looked to see him as Fergus spoke up in a smug tone.

"Well, you heard the young man. Pay him what he's owed."

Gabe growled worse than ever, but with Frankie's help, he held it in just long enough to get it over with. He handed over the money to the precise amount. Once he was paid, the delivery guy went outside before Fergus gave him a thumbs up.

"Good job, my friend."

As he chewed his food, however, Fergus felt something off with his mouth, putting his finger to his chin.

"You know what? Hmm... My jaw is getting sore."

That's when he had an idea as he looked down at Bloo.

"I know! You can help me chew my food."

Bloo looked at Fergus in mock curiosity.

"Oh, really? And how exactly am I supposed to—?"

Before he could finish, the pizza slice was shoved into Bloo's mouth before he began to taste the astounding flavor in his mouth. Sadly, it couldn't last.

"Okay, that's enough."

Fergus put his hands on his cheeks and circulated them as the food in Bloo's mouth was taken out before Fergus put it back in his own mouth, making the imaginary friends groan in disgust as Wilt spoke to himself.

"I'm sorry, but this is not okay!"

Fergus didn't seem to care as he swallowed it whole.

"Oh, yes. Much better."

That was the last straw for Gabe as he tried to stand up to him while holding in his temper.

"Okay, look. We fed you, and you've had your fun, but I speak for everyone when I say we've had enough. And it's time for you to get out!"

However, just as he said this, the doorbell rang out. Gabe went over to the door and opened it while he was irritated.

"What now?"

But to his shock, he saw a man in a white suit and black pants, making him drop his tone.

"Oh, no..."

"Did somebody call the health inspector?"

Fergus went from behind Gabe, intent on exposing the sandwich.

"As a matter of fact, I did. I'm afraid this sandwich has a ra—"

Before he could finish, Frankie shut the sandwich from sight with the cover.

"Rash!"

The health inspector became confused as he raised his eye.

"A rash?"

Frankie tried to explain her cover story to avert suspicion as she spoke up.

"Yeah. It's just that our imaginary friend isn't feeling well, and our concerned friend just wanted to make sure it pulled through. But we just assured him that everything is under control. Isn't that right?"

Fergus made a coy smile as he concurred with Frankie.

"Yes, everything is fine now."

The health inspector put his hands on his sides. While it was reassuring, he wasn't called the health inspector for nothing.

"I suppose. But just to be safe, I'd like to..."

As he went on, Frankie turned him around and pushed him out.

"...run a few tests, so we can be absolutely sure—"

Frankie then closed the door before turning around to see Fergus glaring at her and Gabe.

"Naughty, naughty. But I trust you know what happens if you try to kick me out, now don't you?"

Gabe could only give him a glare as Fergus continued.

"Oh, and judging from that look on your face, I don't think you've learned your lesson yet."

With that, Fergus turned around and walked away briskly as he spoke coldly.

"Since you took your sweet time getting dinner, Frankie, you're placed on cleaning duty instead of food delivery."

Frankie didn't consider it to be a big deal as she shrugged. However, Fergus was only getting started.

"And you, Gabriel! Since you decided to be insubordinate, you and Frankie will have no choice but to... clean the floors again."

Frankie and Gabe looked at each other, confused by his "punishment" before she brought up a flaw to it.

"But the floor's not dirty. It's been clean since this morning."

Fergus only raised an eyebrow with a smirk as he went near a statue, ready to push it off.

"Is it, Frankie? Is it?"

Fergus pushed off the statue from its pedestal, making it shatter to pieces as he made a feigned surprise face.

"Oops!"

The whole group gasped at such an atrocious action as Bloo shouted at him.

"Hey! I know a friend of mine who needs to clean that up!"

Fergus called Bloo out on it with a callous look on his face.

"Oh, please. As if any of you ever cared anyway. Why shouldn't you know what it's like for a change? In fact, why don't all of you CLEAN THESE FLOOOOOOOORS!"

As Fergus' voice echoed, every single imaginary friend scattered in fright of his words, afraid that he'd make them homeless. With every single one of them out of the room, even Mr. Herriman, Fergus glanced at the two of them as he spoke with a malicious grin.

"See? They know their place. And if you want them to stay, I suggest you do the same."

Fergus walked away, leaving Gabe in a very angry and bitter mood. At the same time, Frankie noticed the rat in the sandwich looking quite sad as he even had a tear in his eye. Frankie began to frown sadly as she watched him leave.


Later on, Gabe and Frankie were cleaning the floors upstairs, cleaning up the litter of trash that was left behind while Mr. Herriman cleaned the bathroom mirrors. Gabe was too frustrated with Fergus to even think of a plan, or at least a rational one. And Frankie was stuck on what she saw as Fergus left.

She didn't know why, but something felt wrong with the whole con to begin with, and not just that it was a fake. Maybe it was in the same boat as they were... She had to wonder for how long, though. But as much as Frankie wanted to get to the bottom of it, they needed to figure out how to get out of their own situation. And Gabe's constant grunting wasn't helping in the least.

"Gabe, please calm down."

Gabe only turned to Frankie with the angriest look on his face. The look shocked her for a moment before she had a short epiphany.

"Wait. Is that how I look when I'm mad?"

Hearing those words snapped Gabe out of his bitter mood, beginning to show regret as he looked down.

"Sorry, Frankie. I just hate this. So much."

Frankie placed her hand on him as she tried to remind him of what they talked about before.

"I know. But you said it yourself. We need a plan to get that sandwich off of him."

Gabe didn't move his head from where it looked down as he spoke solemnly.

"I understand that. But what can we do without hurting everyone else? If he so much as sniffs out what we plan to do, that's it. It's all over. No more working at Foster's. I won't even—"

Gabe stopped for a moment before he spoke as softly as he did solemnly.

"I won't even get to see you again."

Frankie's face began to show a sad look as well.

"So that's it? You're just gonna give up?"

Gabe only shook his head before he responded.

"No. I'm not saying that. I just don't know what to do."

Frankie put her finger on her chin as she thought it over.

"Wait a minute..."

Gabe saw the look on Frankie's face, becoming more and more intrigued.

"What is it?"

Frankie turned back to Gabe with a determined look on her face.

"I think I know how to fix this. And as much as I hate to say it, and I mean I really hate to say it... we'll need Goofball's help."

Just then, the duo heard Bloo's voice nearby.

"You better count me in, too."

Frankie and Gabe turned to see Bloo near a corner. Of course, it came as no surprise as to why he'd join up, especially not to Frankie. And yet, she can't help but worry for him after how well it worked last time.

"Bloo, I'm glad you want to help, but what if you get in trouble again? Then Mac won't be able to see you anymore."

Bloo thought nothing of it as he made a smile.

"If you thought that was trouble, you have no idea. Besides, I have Mac's mom to help me. But nobody else does. And I say, Fergus has got to go."

Frankie wanted to keep Bloo safe, but with his string of luck, she knew by now that it was virtually impossible to keep him away from trouble. It was like he's a beacon that leads it.

Besides, she knew that despite how rambunctious he can be at times, he really does try to be good. She might as well give him a chance.

"Okay. You're in. Here's what we're gonna do."


Later, when it came near dinnertime, a doorbell rang in the house. Goofball went over to open the door out of curiosity and opened it to see Frankie dressed up in Groucho Marx Glasses a headband with two antennas having stars at the end, and a pink tutu. Goofball had a suspicious feeling as he put his fingers on his chin.

"Hmm... you look really familiar."

Goofball leaned closer to Frankie as he spoke his personal opinion, making her more anxious.

"Yeah, I know why. It's because you're..."

Before Goofball could finish, he was pulled out of the door which slammed itself closed. Once it was closed, Frankie took off her Groucho Marx disguise before revealing herself to him.

"Okay, you got me. It's Frankie. But listen, I need you to keep this a secret. Just don't tell Fergus I'm in disguise, alright?"

Goofball scratched his head, having doubts about it.

"I don't know..."

"Please? It's the only way to get rid of that rat sandwich."

Hearing about the sandwich made Goofball remember when he and Gabe saw the sandwich beside him. Ultimately, this made him reconsider his doubts.

"Oh, yeah. Why didn't you say so? Sure I'll help. But, uh, isn't he gonna notice when you're gone?"

Frankie answered him as she put her disguise back on.

"As far as Fergus knows, Frankie's still cleaning the floors. But not Goof-Goof."

Goofball nodded to her, seeing her point. Though, he had to wonder about who else was in on it.

"And, uh, what about Gabe? Is he in or not?"

"Oh, he's in. Trust me."

A few seconds after, Goofball opened the door again, holding hands with "Goof-Goof" as the two walked in.

"Hey, everybody. We got us a new imaginary friend here."

Despite the work they had to do, they were really happy to see a new imaginary friend. One of the imaginary friends with the body of a rubber chicken and a bag for a head with Groucho Marx glasses and a play arrow helmet took great interest in "Goof-Goof" right away.

"Hey there, sweetheart. What's your name?"

"Oh, I'm, uh, Goof-Goof McGoof."

In unison, they all began to wave to her as they spoke.

"Hiya, Goof-Goof!"

Goof-Goof made a smile as she looked around at the imaginary friends she looked after. After all this time, it's a surprise they hadn't recognized her yet. All the same, that means the disguise worked. And if they can't find out, it's likely that Fergus won't know, either. It was then that Wilt spoke up.

"You know, I think you and Frankie would get along great, especially with Gabe. Goofball, can you keep Goof-Good company while we go get her?"

Goofball nodded as he chewed his gum.

"Yeah, sure. I'll be real good to Goof-Goof."

With that, the other imaginary friends took off to look for Frankie. And once the coast was clear, Frankie made a sigh of relief before she spoke to Goofball once he asked about her plan.

"So, uh, what's your plan again, Frannie?"

Frankie grumbled at this name before she spoke.

"First off, it's 'Frankie'. And second, it's easy. Who's gonna make Goof-Goof clean the floors? Who's gonna keep Goof-Goof from getting the rat sandwich to free Foster's from his reign of terror? Nobody, I tell you. Nobody."

Frankie raised her eyebrows as she smiled, though Goofball was still lost on the concept.

"Yeah, honestly, you lost me at the first 'Goof-Goof'."

Frankie groaned in defeat before Goofball explained himself.

"What? I'm no genius."

Regardless, she put it bluntly, hopefully something he could understand.

"Okay. Since I'm off food delivery, I figured Goof-Goof could take her place and try to distract him long enough for Bloo to get that sandwich."

Taking in the context of it, her plan made a lot more sense.

"Oh... right. But, uh, what's Gabe gonna do?"

"When all else fails, bonk him on the head."

Just then, they heard Mac's voice just behind them.

"Hey, Frankie. What are you supposed to be?"

Goofball and Frankie only turned around as they tried to defend her secret identity.

"What are you talking about? This isn't Frannie. It's Goof-Goof."

"Yeah. Goofy, doopity-do-Doo."

Mac was beginning to feel uncomfortable with Frankie's alter ego.

"Frankie, are you feeling okay? Maybe I should go get someone—"

Before he could finish, Frankie broke her character and tried to talk Mac out of it.

"No, no, no. Don't do that. Look, I'm fine, really. It's a long story, but I need you to do me a favor. Just don't tell anyone that I'm Goof-Goof, and especially not Fergus, alright?"

Mac seemed a little uncertain as he gave it some thought.

"I don't know..."

Frankie continued her begging, knowing full well that all of Foster's is at stake, though to make it effective, she slightly removed her goggles, revealing her face.

"Please, Mac. I need you to trust me."

Mac looked right at Frankie's puppy eyes. There's no way he could say no to that. And beside that, he hasn't known Frankie to be a liar, especially with something as serious as she says.

"Okay. Just be careful, okay?"

Frankie nodded back to Mac as she put her disguise back on, and not a minute too soon. Wilt and the others came back with what they thought to be bad news.

"I'm sorry, Goof-Goof, but we can't find Frankie anywhere. What are we gonna do?"

To add to the tension, a living pillow, an anthropomorphic imaginary friend with large luscious lips for a face, and Eduardo asked their own questions.

"Who's gonna tuck me in?"

"Who's gonna brush my teeth?"

"Who is going to starch and iron my fancy dress shirts?"

The question was a moot point since Eduardo didn't consider one small detail, one of which Wilt brought up.

"But Ed, you don't have any fancy dress shirts."

"But what if I get some?!"

However, there was one more person to be worried about, and he shouted with a voice as loud as thunder as it echoed.

"WHERE'S MY DESSERT?! YOU KNOW HOW I FEEL ABOUT WAITING!"

Wilt shuddered at the sound of his demanding voice. Eduardo and Coco didn't fancy it any more than he did.

"And I thought Duchess was the worst."

"Si. He so aggro."

"Coco coco..."

Frankie couldn't take seeing them so upset. There's no question that Fergus was a true tyrant. She wanted to let them know that she was still here and that she wouldn't abandon them, but for their sake, she had to help them another way as Goof-Goof.

"Don't worry. Goof-Goof can get the dessert."

Goofball couldn't agree more. This way, Fergus won't get too mad at the others for looking for Frankie.

"Good idea. And while you do that, we'll, uh, go double-check and see if we might have missed Frannie someplace. Come on, everyone."

With that, everyone took off looking for Frankie before Goofball gave a wink to her, which she returned with her own.


Inside the dining room, Fergus was waiting impatiently for his dessert. If his constantly tapping fingers was any indication, he meant what he said about having to wait getting him angry. In fact, Mr. Herriman was getting quite frightened of it and tried to suggest an alternative.

"Oh, Fergus, if I may, perhaps you can use that time for some... entertainment?"

Mr. Herriman then flinched, expecting a slap on the face. But instead, Fergus put his finger on his chin, considering Mr. Herriman's idea.

"You know, that's not a bad idea, Cottontail. Perhaps you know something that would amuse me?"

Mr. Herriman was beginning to sweat profusely from the thought of it, stammering with his lips.

"Oh, well, uh..."

Fortunately, Mr. Herriman didn't have to torture himself with it any longer. "Goof-Goof" arrived in the dining room, pushing a cart with a cloth over it inside as she spoke out.

"Hey, Mr. Fergus! Your dessert is here! Doopty-do!"

Fergus and Herriman took notice of Goof-Goof far away. While the rabbit was relieved despite the presence of an unfamiliar face, Fergus expressed his impatience.

"Phew...!"

"Oh, finally! What on Earth was taking you so long?"

Goof-Goof brought the cart around the table as she explained herself.

"Just had to make something extra special for you. That's all."

Goof-Goof laughed a bit nervously as the cloth moved from the bottom. As it turned out, Bloo was underneath the table and hidden by the cloth. He took the opportunity to hide underneath the table as Goof-Goof brought the cart closer to Fergus. When it was within his arm's length, Goof-Goof pulled open the metal lid, showing quite a bounty of cupcakes inside.

"Here's some Goofy Cupcakes."

Fergus was quite appeased with the cupcakes. Now, he understood why it took so long, or at least he thought he did. He could tell that they were made with fine details, even if they did look a lot like Groucho Marx.

"You made these for me? How sweet of you."

Goof-Goof has to force a laugh to keep him occupied.

"That's a good joke, sir."

Meanwhile, Bloo was crawling under the table. After what he had to go through, it was safe to say that he wasn't backing out anytime soon.

"Gotta go get that sandwich... and shove it in his face."

While Bloo snuck underneath the table, Gabe peeked out of the kitchen door, holding a frying pan on hand, waiting anxiously for the sandwich to get snatched away.

"Come on, Bloo. Hurry..."

Goof-Goof kept on distracting Fergus in the meantime in hopes of buying Bloo enough time.

"You know, I like a man in charge around here."

"Really? Well, I do keep food on the table."

Goof-Goof turned away for a moment as she spoke to herself.

"Among other places..."

Fergus was sure he heard Goof-Goof's voice as he spoke up out of curiosity.

"Huh?"

Goof-Goof only picked up one of the cupcakes and spoke to him in a goofy manner to throw off the suspicion.

"Uh, how about I give you one of these cupcakes?"

"Well, don't mind if I do."

As Fergus was fed Goof-Goof's cupcakes, Bloo sneakily managed to get the sandwich while swapping it with a breadstick. He was about to shout, but he kept it quiet so that Fergus doesn't notice.

"Aha. I got you."

Bloo then opened up the bun to expose the dead rat. Seeing it up close was a little too much for the blob to take, especially with its eyes wide open.

"Ew... it's so disgusting."

Suddenly, the rat moved its eyes right towards him. Bloo made a short exclamation as he chucked the rat and the sandwich, knocking him to a nearby chair before the rat made a sound he never expected to hear.

"Ouch! Hey, what's the big idea? I'm trying to play dead here."

Hearing the rat speak, Bloo gasped, holding his mouth as he stammered.

"You—! Y-You just..."

"Talked? Well, sure I talk. What did you think I was, a dummy?"

Bloo scooched closer to the rat, becoming quite frustrated with him.

"Do you have any idea what we've been through? Nobody in this house is allowed to eat except for him. I'm practically wasting away already!"

Bloo showed his round stomach that proved the evidence was quite on the contrary.

"Soon, I shall be no more..."

Though the rat wasn't quite convinced, he imagined that everyone else would be far worse off than he was, especially with what Fergus made them do.

"Yeah, I feel your pain, brother. I do all the dirty work and Fergus gets the grub."

Bloo was surprised to hear that, considering the rat was his partner in crime.

"What? You mean he doesn't feed you?"

"Of course not. The only person he feeds is himself. All because nobody gave him any food for all the work he used to do."

"Wait. Used to?"

The rat proceeded to explain the story as Bloo listened.

"Yeah. Fergus used to be a butler to a really rich family. But no matter how hard he worked, nothing was good enough for them. In the end, they kicked him to the curb, and he's been pulling scams every since. That's where I came in."

The hint was enough for even Bloo to get the picture.

"Wait. You're Fergus' imaginary friend?"

"More like imaginary stooge..."

Bloo began to feel sorry for the rat. And it made him think a lot about how hard he's made it for Frankie and Gabe with his antics. It also reminded him of the talk he had with Gabe earlier that morning.

"It's only adding more work for me and Frankie to do and leaving no time for us to hang out."

Bloo took a deep breath once he recalled the advice.

"I know what must be done now."


Meanwhile, Fergus looked quite amused as he looked at Goof-Goof.

"I must say, Goof-Goof, these cupcakes are really delicious. Or should I say..."

Fergus reached his hand right at the Groucho Marx glasses and pulled them off, exposing none other than...

"Frankie?!"

Frankie covered her mouth with her hands as she looked left and right.

"I can't tell you how let down I am! Wearing a disguise just to get out of your punishment? What do you have to say for yourself? Hmm? Huh? Hmm?"

Frankie stammered for a moment, worried that the plan was kaput. She looked past Fergus to the window where she saw Gabe holding a frying pan at the ready. She knew then that she needed to distract him long enough for Gabe to conk him out. She only took a deep breath before she put on a serious and determined look.

"You really want to know what I have to say? Well, here you go. I'm not going to do anything for you anymore."

Fergus raised his eyebrow in slight agitation as Mr. Herriman became frightened.

"Miss Frances, are you mad?!"

Fergus sat up from his seat with a glare as he inquired to her.

"You mind running that by me again?"

"You heard what I said, pork rind!"

Mr. Herriman gasped as the tension got bigger, and his gasps also got worse with each time Frankie denied Fergus the service.

"I'm not serving any more of your dishes, I'm not cleaning up any of your messes, and I'm not buying you any more groceries to feed your growing appetite, because you are not an imaginary friend! And you don't live here! GET OUUUUUUUUT!"

Frankie was now panting out of breath, having yelled directly into Fergus' face. Despite it, however, nothing seemed to have changed from Fergus' look of displeasure.

"Okay, then. I was hoping it wouldn't have to come to this."

Fergus picked up the sandwich by his side without even looking as he spoke.

"You can just kiss your Foster's Home for Imaginary Friends goodbye!"

Fergus got his sandwich out right in front of her, but to his shock, it wasn't a sandwich at all. It was a breadstick.

"What the...? My sandwich!"

Suddenly, Gabe struck Fergus in the head with a frying pan, knocking him unconscious as he fell to the floor with Mr. Herriman becoming more and more scared.

"Master Gabriel! What have you done?!"

"Relax, Mr. Herriman. He's just unconscious. You can come out now, Bloo."

Bloo managed to get out from underneath the table with the rat sandwich in tow as he held it out.

"Here. One rat sandwich to go."

Gabe picked up the rat sandwich and began to show relief.

"We... we actually did it."

Frankie hugged him as she celebrated along with him.

"Yeah, we did it! We got the sandwich!"

Just then, Mr. Herriman interjected, cutting it short.

"Hold on a moment. If getting the sandwich was the whole plan, then why didn't you knock him out to begin with?"

Frankie practically began to flaunt it as he answered.

"Because I really look good in this dress. Gabe knows what I'm talking about, don't you?"

Gabe began to blush as he rubbed the back of his head.

"Y-Yeah, you sure do."

Sadly, the celebration couldn't last long. Fergus began to come back to consciousness as Gabe held out the sandwich and revealed the rat inside.

"It's too late, Fergus. We got the sandwich and the rat. You won't keep anyone under your thumb anymore."

Fergus glared at the rat on the sandwich. He began to suspect that he was played.

"You dirty rat! But no matter. I don't need you or that sandwich."

Fergus then got out a whistle and blew into it, making a shrill tone with it. Immediately after that, the whole room began to shake, the rumbling noise growing louder and louder. Suddenly, a whole tidal wave of rats burst out through the kitchen doors, flooding the dining room as it carried Frankie, Gabe, Bloo, and Mr. Herriman, along with the rat they managed to capture. But t didn't stop there, the flood of rats pushed them out of the dining room and into the main hall where Frankie, Gabe, Mr. Herriman, and Bloo moaned from the sudden tidal wave of rats. As they all looked around, Frankie could only say one thing about their situation.

"Uh-oh."

Fergus walked out of the kitchen with a self-satisfied smirk as he pointed out his ace in the hole.

"You really let the place go. If anyone saw the mansion in this state, no imaginary friend would be allowed to stay here again! That said, I'm really impressed you actually had the guts to say that to me. So I'll give you one chance. You can continue to defy me, and all your imaginary friends are kicked out on the street! Or... you take your words back, I'll call off the rats, and your friends will get to stay."

As Frankie gasped at his offer, Gabe sat up with a cross look on his face.

"You're insane!"

Fergus glared back at Gabe as he retorted.

"Nobody asked you! So, Frankie. What's it gonna be? Your pride, or your friends?"

Frankie looked all around her, her spirit getting crushed once again. With a million rats surrounding them, it didn't matter how many they caught, even if they could manage it, each and every one of them will drag Foster's along with them. She couldn't afford that...

"Okay. I'll take them back..."

This was the answer that caught Bloo and Gabe by surprise as they spoke in unison before Bloo tried to talk her out of it.

"What?!"

"Frankie, you can't do this! You can't let him win!"

Frankie only looked away sadly as she replied.

"It's not worth the risk, Bloo..."

Fergus only made a deep smile as he spoke while taking Frankie's hand before pulling her close to him with force.

"Exactly what I thought. I guess now, you'll be taking care of me forever."

As the last word echoed in his mind, Gabe's face began to contort three times, making him scrunched up before he shouted at the top of his lungs.

"TAKE YOUR STINKING PAWS OFF MY GIRLFRIEND, YOU DAMN DIRTY PIG!"

Fergus, Mr. Herriman, Frankie, and Bloo looked at Gabe in a stunned alarm as they gasped, having never heard him raise his voice to that level before, let alone swear. Fergus took off in a panic as Gabe chased after him in a huff. When Gabe caught up to him, he grabbed him by his arm and was about to take the whistle, only for Fergus to kick him in the leg, making him hop on one foot as he ran away. But that didn't stop Gabe from finding another way to retaliate as he picked up an apple from a nearby fruit basket before he chucked it at Fergus, hitting him in the back of the head before he fell to the floor.

Once he was on the floor, Gabe hopped on top of Fergus and swiped his hands, trying to snatch the whistle as Fergus tried desperately to keep it away. However, in the end, he failed, because Gabe snatched the whistle and smashed it into a million pieces on the floor.

"I said it before and I'll say it again! You lost! You won't keep anyone under your thumb anymore!"

Fergus only maintained his smirk as he brushed off his shirt.

"And like I told you, if anyone saw them at this mansion, your imaginary friends won't stay here anymore. Now that you went and smashed my whistle to pieces, there's no getting them out now."

Gabe widened his eyes. He hadn't considered that. While he was able to stop Fergus from controlling them, he can't get the rats out, either. He began to look down as Fergus snickered.

"Because of you, your Foster's Home for Imaginary Friends is as good as done for."

Bloo had a different take on the matter as he stepped up with a determined look.

"I don't think so."

Fergus, Frankie, Gabe, and Mr. Herriman both looked at Bloo in confusion before he waddled to Gabe's side and spoke out amongst the vermin masses.

"Huh?"

"Really?"

"What?"

"Pardon?"

"Before today, I used to think some people were born to work and have to put up with whatever people tell them. But I've learned there's way more to those people than that. Like waaaay more. They have their own lives, too. They go to concerts, they play with water guns, they even play video games! We may not be the same on the outside, mostly on account of clothes, but on the inside, where it counts, we're exactly the same!"

It was a surprising development on Bloo's part. Frankie and Gabe were touched by his words. Even Mr. Herriman was moved by it as he shed his tears.

"So... beautiful."

But Bloo wasn't done yet; he turned his attention to the rats themselves.

"And I bet you guys are the same way. What has that guy ever done for you? He's been getting all the food, and what do you get?! Squat! Zip! Klapkus! You all deserve better than this!"

The rats themselves began to be moved by Bloo's speech as well. One of them even she'd a tear before wiping it with his finger. Then, Fergus' main rat spoke up.

"He's right! We need to join together, against the pig!"

The rats began to grumble in agreement. Fergus didn't like the sound of it at all.

"Now, fellas. Let's be reasonable. I'm starving, too."

Frankie was feeling uncertain about what was happening in front of her eyes.

"What's going on here?"

Gabe began to smile, knowing that Fergus' time was over.

"I think we just got Foster's back."

Bloo then raised his arm and shouted as Fergus' rat went on his head.

"For the food!"

"Let's get him!"

And just like that, the rats began to swarm away from Frankie, Gabe, Mr. Herriman, and Bloo and right towards Fergus. Once they captured him, they all carted him out of the main door and faded into the horizon as Fergus shouted.

"You're all off my birthday calendar!"

With the commotion having died down, Frankie, Gabe, Bloo, Fergus' former rat, and Mr. Herriman were left standing in the middle of the main hall. Bloo turned to his friend with a smile.

"Way to go, mister..."

Bloo wanted to congratulate him, but he didn't know his name.

"It's Chester."

"Chester! Thanks a lot. Up top."

Bloo raised his stub up to Chester, who gave it a high-five. In the meantime, Frankie looked to Gabe, recalling how he stood up for her when Fergus snatched her.

"So, Gabe, about what you said..."

Gabe began to suspect what it was about, beginning to regret blowing up the way he did.

"I'm sorry about that. Especially about... that word. I just couldn't let Fergus mess with you anymore."

"No, it's okay. But did you really mean what you said? That I was your girlfriend?"

Gabe started blushing, realizing what he'd said about Frankie. In his rage-induced blow up, he didn't realize that he called Frankie his girlfriend. But looking back, it made sense. His heart was doing the talking back then. There was no use denying it now.

"Yeah. I guess I did. With how close we've been getting these past few weeks, I really felt like we actually were boyfriend and girlfriend, especially with that date we had. And I'm sorry if you're mad at me for it, but the truth is, you're really important to me. You always have been. You're strong, you work really hard at what you do, and you help people no matter what. It's impossible not to love you for that..."

Frankie began to smile softly before she hugged him and planted a kiss on his lips. Bloo, Chester, and Mr. Herriman looked on in surprise as they gasped, though Mr. Herriman covered Bloo's eyes with a slight raise of his hand before Frankie spoke softly.

"I love you, too, Gabe."

Just then, to their surprise, they heard a resounding "Awwwwwww!" behind them. Frankie and Gabe turned around to find Wilt, Eduardo, Coco, Goofball, Mac, and all the other imaginary friends back at the hall. Goofball tried to apologize as he brushed the back of his head.

"Sorry, Frannie. I, uh, couldn't keep the plan a secret for long."

Gabe looked at the group in puzzlement, wondering if they knew the whole story.

"How long have you all been standing there?"

Wilt replied as he walked over.

"I'm sorry, but we've been watching you since we all saw a bunch of rats come out of the dining room. We could've come out to help, but Bloo told us that really amazing speech. I really wasn't expecting that."

Eduardo stepped up next as he added his opinion before Coco.

"Si! Bloo was really brave."

"Coco, coco co coco coco."

Even Mac was impressed. And he showed it on his face as he spoke up.

"I'll admit I'm not sure what happened or how, but I'm really surprised that you managed to turn a whole fleet of rats against Fergus."

"Thanks, Mac. But I couldn't have done it without Chester."

Chester then made a bow to Mac as he was gestured while Bloo introduced him.

"Turns out, he was Fergus' imaginary friend."

Just then, the doorbell rang again, Frankie had a feeling about why.

"And speaking of imaginary friends..."

She had a feeling it was another new arrival, but when she opened the door, Frankie only saw a family standing outside. The boy had a blue jacket with a red and white Canadian beanie cap on while the father had a light violet parka and hat and the mother had glasses, red hair, and a Canadian jacket. Goofball recognized them off the bat and spoke aloud in surprise.

"John Larry McGee!"

"Goofball John McGee!"

Goofball and his creator ran to hug each other as Frankie looked on in surprise.

"What's his family doing here?"

Gabe remembered when he and Goofball were in Mr. Herriman's office using the telephone.

"Oh, right. Before this whole thing started, me and Goofball tried to call his family over here."

The father spoke up next to further explain things.

"Oh, yeah. Good thing we checked our messages, eh?"

"We never would've known where to find you."

John spoke up next, reminding Goofball about what he had to get ready for.

"We've got a big game on Friday. How are we supposed to play without our mascot?"

"I tried to get a license so I could drive myself home, but it's a lot harder to get one than you'd think. Good thing Gabe kept an eye on me, or the van could've crashed."

Frankie turned to Gabe, feeling like she was left out of the loop.

"He almost crashed the van?"

"It's a long story, Frankie."

The father and mother weren't too bothered by it.

"It's alright, Goofball. We got, uh, train A, you know. It only took us 45 minutes, eh."

"And that's with two stops, eh."

Gabe recalled the homework question as he racked his brain.

"Wait. That's what your homework question was about? You were trying to figure out which one was quickest to get back to your family?"

"Yeah. I would've told you about it, but you said we'd go over it once you took care of everything."

Gabe seemed to remember that, too, and he slapped himself in the face.

"And I forgot..."

On the plus side, it did turn out for the best. They did manage to find their way back to Goofball. Of course, the mother felt it best to make sure he didn't get lost again.

"Now, promise me. Next time we go to the circus, no wandering off."

"But I just went to the souvenir stand. Oh. I got a bunch of these for house guys. I got one extra."

Goofball took out four clown noses, three of which were taken by his family, leaving only one left. And as it happened, he knew just who to give it to. He turned over to Frankie and Gabe and held it out as he spoke.

"Which reminds me. I know how hard you've worked to get Foster's back, and how much everyone means to you. So, I thought I could give you my other noses."

Frankie and Gabe became confused.

"Other noses?"

"But you have only one."

Goofball didn't seem to mind as he took off his own nose and planted it on Gabe's nose.

"Don't worry about it. You guys took real good care of everyone."

Frankie bonked Gabe's nose, laughing a bit along with Gabe as she took Goofball's remaining nose and put it on herself while the father played around.

"Hey, everyone, heh. Look at me. I'm an imaginary friend, eh?"

While Mr. Herriman was quite amused, he wasn't quite fooled.

"Oh, sir, no one is going to fall for that disguise."

However, that may have been too soon to say. Bloo walked up to them in astonishment.

"Oh, when did we get all these new imaginary friends?"

Gabe and Frankie looked back to Mr. Herriman as he spoke up.

"Well, almost no one. To think all this happened in a day."

Just then, Frankie remembered what today was. And when she did, Gabe began to realize it as well.

"Oh, Wait a minute! Today's the Fake-Out concert!"

"Oh, right! The whole thing with Fergus must've made us forgotten all about it! We gotta take care of everything now!"

The two of them took off for the stairs only for Mr. Herriman to stop them.

"Not so fast, you two."

Frankie and Gabe both turned to Mr. Herriman, worried about what he had to say.

"What is it, Mr. Herriman?"

Mr. Herriman hopped over to the two of them as he spoke up.

"You can leave the rest to me."

Frankie and Gabe looked at Herriman in surprise.

"What?"

"You really mean that?"

Mr. Herriman took off his cap and held it close to his heart as he spoke fondly.

"Given today's recent events, I have realized, even for a brief moment, what it must've been like to be in your shoes. And how much you've been a big help to Foster's and everyone in it. I'm not quite certain what I would do without you, in fact. So, tonight, you're free to spend the night as you see fit."

Frankie and Gabe looked at Mr. Herriman in surprise. They hadn't expected this from the usually stern and serious rabbit. Fergus must've put him through a seriously tough time for him to be that courteous. All the same, they were grateful for it. Frankie was the first to show it as she smiled.

"Thanks, Mr. Herriman."

"Of course, you will still need to do the work in this house, but I will try to make it easier for you two to manage."

Gabe nodded to the rabbit, welcoming Herriman's change of heart.

"Sure thing. And thanks."

With that, Gabe and Frankie both went up the stairs as Mr. Herriman spoke softly, seemingly to himself.

"No, Frances and Gabriel. Thank you."

For a moment, everyone looked at Mr. Herriman, confused by his standing around. However, it didn't seem to last long before Herriman noticed them staring at him and snapped.

"Well, what are you standing around for?! You've got a concert to attend to, so hop to it!"

In a flash, the whole crowd rushed up the stairs with Mr. Herriman hopping behind them.


Much later afterwards, most of Foster's came back from the concert while Goofball took off with his family shortly thereafter. Everyone was wearing new shirts they got from the concert, and Frankie had her hair cut shorter, with her bangs stopping at her chin. She was carrying a dvd that she also got from the concert. Wilt and Eduardo expressed their gratitude as they spoke.

"Thanks for taking us to that Fake-Out show, guys."

"And thanks for buying us these fancy dress shirts."

Bloo seemed especially happy with the concert himself.

"I think we can all agree that that was the best concert in the history of the world."

Frankie held her arm around Gabe's shoulder as she spoke softly before Gabe made a crack at their earlier uninvited guest.

"Yeah. It sure was."

"Too bad Fergus couldn't make it. Not that he deserved it."

This made Frankie quite curious as she put her fingers on her chin.

"Speaking of Fergus, I wonder what happened to him."


Far away, Fergus was still carried away by a swarm of rogue rats towards an ocean overlooked by a boating yard as he shouted with his fist raised to the air.

"I'll get you for this, Foster's Home for Imaginary Friends!"

And just as he finished the threat, the rats tossed him into the ocean, his last word echoing as he yelled it out.

"I'LL GET YOOOOOOU!"

With Fergus in the water, the rats shouted instantaneously in celebration before hopping onto the ropes of a boat, heading off to live their lives of freedom...