"Serves him right." Justine giggled.

"Say, wait a minute, wait a minute, the Boogeyman the Powerpuff Girls fought before, is that any relation to Boogie?" Jo spoke up in slight confusion.

"The Boogeyman that the Powerpuff Girls fought is Boogie's father." Drell explained.

"So, there's more than one Boogeyman?" Jo asked.

"Oh, yeah," Drell nodded. "There's a long generation of them."

"I thought there was something weird going on when Buttercup told me." Jo replied.

A spider came up to Cindy and started to lay eggs in her ear.

"DRELL!" Cindy shrieked.

"Oh, no, the spiders found a way into my office." Drell panicked.

"I hate spiders!" Penelope yelped.

"I got this, okay?" Jo soothed the others before glaring at the spiders. "Spider Freaks, I hope you aren't afraid of the dark..." her eyes then glowed white. "Azarath Metrion..."

"You got this, Jo!" Drell cheered.

"ZINTHOS!" Jo then yelled while shooting a dark blast to the spiders, destroying them instantly.

"Nice work, Jo!" Drell praised.

Skippy sounded an alarm.

"EVACUATE!" Drell told the others.


Everyone ran out of Drell's office while Margie was typing at her computer. Then all of sudden, Margie was trapped in the web and the spider pulled her up. The little cat creature was stuck in a web as the spiders were about to attack her.

"Help!"

"Oh, no, that poor little creature is in trouble!" Justine frowned.

"I'll save her." Jo said.

"Jo, there's no time!" Drell cried out.

"But that little girl is in trouble; I have to save her!" Jo replied.

"You do have a good heart." Drell admired.

"I'll meet you guys up!" Jo ran back inside Drell's office.

"Good luck!" Drell called back as he ran with the others.

"Help!" the cat creature called as the spiders laughed.

"Azarath Metrion, ZINTHOS!" Jo used more of her black magic to save the creature kids.

"Look, it's Jo!" the bat creature noticed.

"Our knight in shining armor~" the girls squealed.

"Don't worry, I gotcha." Jo went to save them from the webs. "Guh, these are stickier than gum under the desks... Wait a minute," she then changed her hands to claws and cut the web enough that it fell apart. "Hey, I did it!"

The creature kids were then freed.

Jo grabbed them all. "Okay, are we all here?"

"Uh-huh!" the girls beamed. "You're our hero!"

"Okay, let's go!" Jo ran out with them to catch up with the others.

"Oh, no, the door!" the cyclops boy gasped. "It's sealed shut!"

"Stand back." Jo told the monster kids.

The monster kids stepped back. Jo then spit in her hands and rubbed them together.

"Be careful." the monster kids warned the jockette.


"Skippy, Jo's been in there a long time, go check on her, will ya?" Drell said.

Skippy sighed as he went to Drell's office door and put his ear against it. Jo roared as she was about to lift the door and throw it aside. Skippy shivered slightly at that. Jo then walked out with the creature kids. Skippy's eyes then lolled back into his skull and he fell backwards.

"Well, congratulations, Jo, you did it!" Drell cheered.

Cindy then growled in jealousy.

"Now what do we do?" Jo asked.

"We have to let Velma know that Grim didn't cheat to become the Reaper." Drell replied.

"Daddy, there's spiders behind you!" Penelope gasped.

Justine then shot a lava blast and burned the spiders behind the warlock.

"Justine, you saved my life!" Drell beamed before hugging the shy beauty teen.

Cindy folded her arms and narrowed her eyes.

"Take note of this, Pen-Pen," Drell told her. "Take note of the great people before you."

"Okay, Daddy." Penelope giggled.

"If I hear Jo or Justine's names one more time..." Cindy said firmly.

"Do you think Jo and Justine could train me to become a great fighter?" Penelope asked her father.

Cindy screamed and stormed off. "That's IT! I quit!" she then stepped over Skippy on the way out.

"Oh, no, you don't!" Drell pulled her back. "You're not going anywhere!"

"Says who?" Cindy glared at him.

"Says me!" Drell lifted her up by her hood.

"And if I don't?" Cindy asked.

"Then I will tear your face so far that your own mother won't recognize you!" Jo threatened.

Cindy then blew a raspberry at the jockette.

"WHY, YOU!" Jo grabbed Cindy.

"I'm sick of Drell always making you and Justine sound so great!" Cindy glared. "What about me?! I have a tiger! Just because you're a werewolf demon and she's Pele's descendant which is awesome by the way; doesn't mean you should act like hot shots, I mean you have a fan club!"

"You... Know... What I... THINK?!" Jo's eyes twitched. "I think we need to talk alone, excuse me for a second."

"Suit yourself..." Drell then threw Cindy into Jo's arms.

Jo took Cindy into a room and it was a quiet for a few minutes until you could hear noises such as screams, roughhousing, and swears.

"HAVE MERCY!" Cindy begged. "I'm sorry!"

Drell whistled as he leaned against the wall and filed his nails.