AUTHOR'S NOTE: I dedicate this chapter to the late, great Paul Frees, the original voice of Professor Ludwig Von Drake.

The trio headed out of Dream Valley and started on their journey. They had to think of where to find a special rainbow, but it wasn't going to be easy. They weren't gone for very long when they came across the Bushwoolies. There were many of them, all in different colors. They popped out, nearly giving Franky a heart attack.

"Whoa!" he shouted.

"Sorry," the blue Bushwoolie said. He was the ringleader. "We didn't mean to scare you."

"No, didn't mean to scare you, no, uh-uh, nope, no," the other Bushwoolies said.

"What brings you out here?" the blue Bushwoolie asked.

"We're looking for a rainbow," Tommy said. "We're going to give it to my sister Julie to make her feel better because she's sad."

"Oooh, Bushwoolies don't like it when someone's sad."

"No, don't like it, don't like it, no," the other Bushwoolies chorused.

"But why not use the Rainbow of Light?" the blue Bushwoolie asked.

"It's not special enough," Tommy said. "I want to find a really special rainbow for Julie."

"Hey I just thought of an idea," Franky said. "Since these guys are all sorts of mixed up colors, maybe they can make a rainbow."

"A Bushwoolie Rainbow!" Tommy shouted, excitedly. "Good idea, Franky!"

"Yeah, good idea! Good idea!" the Bushwoolies shouted, and they rearranged themselves into a rainbow shape. They stood there in a line, as Tommy looked them over. Shady had to giggle.

"They look so cute like that!" she shouted.

"They're cute," Tommy said, tapping his chin thoughtfully. Then she sighed. "But it's just not special enough. Sorry."

"Come on," Franky said. "Let's keep going."

Tommy, Franky, and Shady left the Bushwoolies and continued walking along until they heard the strangest sounds coming from the distance. Thinking it was the Moochick doing something completely crazy, they ran towards the noise. What they found was a duck, wearing a coat, vest, tie, and spectacles. He had gray hair sticking out around his head, and he was playing the weirdest organ you can imagine.

"What the heck is that?" Franky asked.

"I don't know, but I don't like the looks of it," Shady said.

The duck looked up and saw he had an audience and he laughed.

"Looks like da professor has an audience!" he shouted. He had an accent, most likely German, but Tommy, Franky, and Shady weren't positive. The duck ran up to them, grabbed Franky's hand, and shook it vigorously.

"Welcome, welcome, welcome!" he shouted. "I am Professor Ludwig Von Drake, a genius of all trades! I know everything about everything!"

"Modest much?" Franky mumbled.

"So what brings you to da professor's neck of the woods?" Professor Von Drake asked.

"My name's Tommy, and these are Franky and Shady," Tommy said. "We're looking for a rainbow for my sister, Julie."

"A rainbow!" Professor Von Drake shouted, and he began laughing. "Ho, ho, how you gonna find a rainbow when it's not even raining? Oooh, you are a kooky little boy!"

"Watch who you're calling names, fella," Franky said.

"I'm sorry, I didn't mean it," Professor Von Drake said. Then he began banging keys on his organ. Color shot out of it.

"What's that?" Shady asked.

"I'm playin' da color scale!" Professor Von Drake shouted. "The whole spectrum, don't you know?"

"If color can come out of that thing," Tommy said. "Maybe it can make a rainbow."

"Well, stranger things have happened," Franky said.

"A rainbow outta dis?" Professor Von Drake shouted. "Dat's such a kooky idea, it just might work! Now, let's get a little color in here. You're gonna love dis!"

Professor Von Drake began to play his color organ. There were reds, yellows, greens, blues, purples, oranges, and pinks, practically drenching everything in sight with color, including Franky, Tommy, and Shady. Then, polka dots, checks, stripes, and plaids started coming out of the organ.

"Wait a second, what's going on with all the colors?!" Professor Von Drake shouted. "Blue red green green white white black oop, uh. . . . . . whatever happened to plain old . . . . lavender blue dilly dilly dilly . . . . . . silly."

"Yeah, that's for sure!" Franky shouted.

"That was some rainbow!" Shady shouted.

"You wanna buy it?" Professor Von Drake asked. "I can sell it to ya, cheap."

"That was a great rainbow," Tommy said. "But I don't think it was special enough for Julie."

"It would have cheered her up, though," Franky said. "It would've made her laugh."

"I guess," Tommy said, shrugging. "But it's just not special."

"Eh, suit yourself," Professor Von Drake said, shrugging. Then he folded his organ and packed it in his suitcase, and walked off.

"And he said you were kooky," Franky said to Tommy. He shook his head, and followed Shady and Tommy down a path.