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Billy & Mandy's Big Boogey Adventure is a 2007 made-for-television animated adventure fantasy comedy film produced by Cartoon Network, and is the first made-for-television film based on the animated series The Grim Adventures of Billy & Mandy, the second being Billy & Mandy: Wrath of the Spider Queen. Big Boogey Adventure premiered in the United States on March 30, 2007, and in the UK on February 14, 2007, and was released on DVD in the U.S. on April 3, 2007.

The events of the film take place during the sixth and final season of The Grim Adventures of Billy & Mandy.

It's Billy, Mandy and Grim versus the Boogeyman in an epic tale of monster pirates, futuristic robots, evil artifacts, and snot. When the Underworld strips Grim of his powers (due to years of Billy and Mandy abusing them), Billy, Mandy, Grim and Irwin must race the Boogeyman and a crew of monster pirates to capture Horror's Hand, a powerful artifact capable of making whoever wields it into the scariest being alive.

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Billy & Mandy’s Big Boogey Adventure contains examples of…

  • And Starring: “And George Segal as Horror”.
  • Armor-Piercing Question: When Grim and the kids first meet Horror the Ancient, Billy innocently asks him if cutting off his left hand really made him brave. Cue Horror revealing that he didn’t really think that idea through and that once he did it, he immediately regretted it.
  • Art Shift: When the gang enter the Hole of Oddities, they are turned into puppets.
  • Aw, Look! They Really Do Love Each Other: There are quite a few moments where the main trio do show hints that they actually care for one another, especially in Mandy’s case:
    • When the gang is held captive on Boogey’s ship, and Boogey is about to toss them into the Burning Seas, Grim actually tries to plead with Boogey to let Billy, Mandy and Irwin go.
      Grim: Come on, Boogey! It’s me you want, not the kids! Let ‘em go!
    • When Mandy is taken by Boogey, it’s Billy who gives the big motivational speech to rally Grim and Irwin into rescuing her, and then later during the Cannibal Run, he does it again, noting back to when Grim told him that “people do stupid things out of love”, and that “this is one of those stupid times”.
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    • After Boogey kidnaps Mandy and tries to get her to join him by noting that Mandy had said during the trial that she wouldn’t be friends with Grim if he didn’t have his powers, Mandy still refuses to betray Grim.
    • When it appears that Billy has been eaten by the Kraken, Mandy insists that he’s fine, but actually comes close to shedding tears at the thought that he might actually be gone.
    • Mandy doesn't hesitate to shoot at the Clown-Spider-Mailman monster that manifests as Billy's worst fear when he tries to grab Horror's Hand.
    • When Mandy tries facing her worst fear, it’s implied by her “future self” that she truly does care about Billy and Grim, but refuses to say it outright. This is later hinted to actually be the truth when she admits to Grim that she has feelings too.
    • It’s ultimately Mandy, the one has been the most apathetic towards Grim the entire movie, that convinces Judge Roy Spleen to give Grim his job back.
  • Batman Gambit: Grim does this when he reaches Horror’s Hand. The moment he picked it up, he hit the Off Switch, right before Boogey and his crew showed up to swipe it. Grim then pretends to get “scared to pieces” by Boogey, only to return moments later laughing at him, making Boogey believe Horror’s Hand was making him live his worst fear; not being scary.
  • Bears Are Bad News: Horror's Hand forces Irwin to face his worst fears; stand-up comedy and bears. The bears promptly beat the crap out of him the instant he tries to tell a joke, and later attack Mandy.
  • Big Bad: Boogey serves as this.
  • Big Damn Kiss: Played for Laughs when Irwin kisses Mandy to wake her from the sleeping spell Boogey put on her. As soon as Mandy wakes up, she decks him.
  • Big "SHUT UP!": Grim does this to Billy during the trial.
    Judge Roy Spleen: Does the defense have anything to say for himself?
    Billy: I wanna plead “Guilty”!
    Grim: SHUT UP!
  • Breaking the Fourth Wall: This movie is full of them.
    • In the beginning, Billy remarks that he failed to follow Billybot and Mandroid back in time because he was too busy watching the opening credits.
    • When Mandy asks Billy about why he's doing his musical number "Scary-O", Billy replies that there are always songs in animated movies.
    • When the gang find a cake reading "Happy Birthday, Billy and Mandy", Mandy surmises that the cake is a trap on the basis that she and Billy do not share the same birthday. Irwin adds "Maybe it's celebrating the show's birthday, yo!"
  • Brought Down to Normal: Grim is punished by the underworld court by being stripped of his scythe and powers.
  • Brutal Honesty: During the court scene, when Boogey questions Billy and Mandy if they use Grim for their own benefit and would gladly throw him to the wolves if he was powerless, they shamelessly agree with him, causing Grim to scowl.
  • Call-Back:
    • The trial scene has a good amount; The limbo game bet that ended in Grim becoming Billy and Mandy’s “Best Friend Forever” in the pilot is mentioned a few times. Then Boogey brings up the events of Jacked-Up Halloween, and then proceeds to list everyone who’s ever stolen Grim’s Scythe throughout the series (with a few Noodle Incidents thrown in) up to that point.
    • Billy’s fear of both spiders and clowns is once again brought up when the group reaches Horror’s Hand.
    • Just like in "Keeper of the Reaper", something nonsensical said by Fred Fredburger gets Mistaken for Profound.
  • The Cameo: Numbuh 3 makes a few brief appearances as the replacement Reaper after Grim is fired.
  • Can't Take Anything with You: The concept of time travel only working on living beings and not material objects is lampshaded and subverted when Billy asks his time-traveling future self why he's naked.
    Billy: Is it because clothes can't time-travel because nothing inorganic can go through the time stream?
    Future Billy: Nah. I just like to feel the breeze on me.
  • Cry Cute: While she doesn't outright cry, Mandy gets teary-eyed at the possibility that Billy might actually have been killed by a Kraken. Of course, she goes right back to normal once Billy shows up alive and well.
  • Damsel in Distress: Mandy for once falls into this when Boogey kidnaps her and places her under a sleeping spell, which results in Irwin, Billy and Grim coming to her rescue.
  • Didn't Think This Through: It’s revealed that Horror feels this way about cutting off his left hand to rid himself of fear.
    Billy: Did cutting off your hand really make you brave?
    Horror: Oh my goodness, no! I mean, what was I thinking?! First of all, I’m a lefty, so once I cut it off, I couldn’t even sign my name! Then I just got bored and I gained like 20 pounds. Now I do a lot of online gaming, and I’ve learned to play guitar with my teeth.
  • Disney Death: Billy seemingly gets eaten by the Kraken. Mandy insists that Billy will be fine, but even she has a moment of doubt. It’s during this moment that Billy finally resurfaces and explains how he survived and befriended the Kraken.
  • Does This Remind You of Anything?: This exchange in between Boogey and Creeper, after Boogey fails to scare Creeper.
    Boogey: Aw, would it kill you to fake it just once?
    Creeper: (sarcastically) It'll make the time when you really scare me all the more special.
  • The Dragon: Creeper is this to Boogey. So are Billy-Bot and Man-Droid before their Heel–Face Turn.
  • Dumbass Has a Point: After Boogey is defeated, the gang is fighting over Horror’s Hand, but being interrupted by Fred Fredburger then leads to this.
    Fred Fredburger: Those nachos hurt my tummy. But if I had never eaten them, I wouldn’t have known I could finish them all!
    Mandy: What the heck is he talking about?
    Fred Fredburger: Nachos!
    Grim: Wait! He’s onto something.
    Mandy: Really?
    Billy: Yes! This whole voyage has been like eating nachos.
    Fred Fredburger: Yes!
    Billy: If we’d never come, we’d never would have known how far we’d go to get what we wanted.
    Fred Fredburger: Nachos!
    Billy: And, we would’ve never seen that we had what we wanted all along!
    Fred Fredburger: Yes!
    Billy: Grim, you still saved the day, even without your powers. Mandy still always gets her way… Irwin got to kiss his true love… and I’m gonna get a new bike for Christmas! And we all did it without Horror’s Hand! And we did it together.
  • Face Your Fears: In order to claim possession of Horror's Hand (which makes people see their worst fears come to life), Billy, Mandy, and Irwin must face their fears to overcome it. None of them succeed. Grim however, does, since he already lives his worst fear everyday living with Billy and Mandy.
  • Fear Song: Played with. Billy sings "Scary-O" to list all of the things he is supposedly not scared of, but the song's lyrics consist of a series of paradoxes that invalidate his claims and make it clear he is actually terrified of everything he is saying.
    Billy: "I'm not scared of earthquakes, as long as the ground doesn't shake!"
  • Five Stages of Grief: Played for Laughs when it sinks in for Grim that not only has he lost his powers, but his Scythe, as well. Although, in this case, Mandy claims that there are seven stages instead of five.
    Billy: Is Grim gonna be okay?
    Mandy: He’ll be fine. He’s going through the Seven Stages of Grief. Shock
    Grim: How could this happen?!
    Mandy: Denial
    Grim: It’s a mistake. No way this could happen.
    Mandy: Bargaining
    Grim: It’s okay… it’s okay… maybe I can fix it.
    Mandy: Fear
    Grim: There’s no way I can fix it!
    Mandy: Anger…
    Grim: I’m gonna pull Boogey’s nose off, and put it in a jar!
    Mandy: Despair
    Grim: (still fuming) And when I’m done with Boogey, I’m coming for you little pukes!
    Mandy: …He’s stuck on “Anger”.
  • Forced Sleep: Boogey does this to Mandy in hopes of breaking her will, having her experience one Nightmare Sequence after another. He also did the same to Creeper before.
  • Future Me Scares Me: Mandy’s worst fear is seeing her adult self being the personification of Tastes Like Diabetes and Happily Married to Irwin.
  • Genre Savvy: Boogey shows a surprising amount of this halfway through the movie when he drugs the gang with a spiked birthday cake, invades their dreams, and kidnaps Mandy because he knows that she’s the only real threat to him.
    Boogey: Ah, yes, Little Miss “I’m Always in Control”. You’re the reason I’m here. You’re the only threat to my plans! (grabs Mandy) You’re coming with me! (to Grim, Billy, and Irwin) Let’s see how you dupes do without your brain trust!
    • When group first comes across said birthday cake, Mandy immediately senses that it’s a trap, since she and Billy don’t share the same birthday. Irwin surmises that it’s celebrating the show’s birthday.
    • Subverted with Mandy later in the film after Billy’s eaten by the Kraken. She keeps insisting that he’ll be okay because he always is in situations like this. But even she has a moment of doubt that he’ll make it out of this one. But this is when Billy resurfaces, proving her right.
  • Heroic BSoD: Mandy nearly has one when Billy is dragged underwater by the Kraken and doesn't seem to surface for six hours. She instantly comes to her senses when Billy finally resurfaces.
  • Humiliation Conga: Boogey winds up on the receiving end of arguably the Mother of all these. It winds up traumatizing him so badly that according to the "Where Are They Now?" Epilogue, he becomes a shut-in that lives in fear for the rest of his days.
  • I'd Tell You, but Then I'd Have to Kill You: Parodied when Future Billy is about to go back to his own time at the end of the movie.
    Billy: Goodbye, Future Billy! I hope we meet again someday! (Beat) Can you tell me what I’m having for lunch next Tuesday?
    Future Billy: I could tell you… but then I’d have to kill you.
  • Jaw Drop: Grim does a rather comical one at the trial when Judge Roy Spleen sentences him, Billy, Mandy and Irwin to “immediate execution”. He actually meant “exile”.
  • Lampshade Hanging: This exchange during the “Scary-O” song.
    Mandy: What is Billy doing? We need to get out of here!
    Billy: What do you mean, “what am I doing”? I'm singing! There's always songs in animated movies!
  • Laugh with Me!: After Billy-Bot and Man-Droid have the group sedated with a spiked cake, Boogey goes into an Evil Laugh, only to notice Creeper isn’t laughing too.
    Boogey: Oh, come on! You’ve got to laugh with me, or I look like a jerk! (Starts Evil Laughing again)
    Creeper: (joins in VERY unenthusiastically)
  • Malaproper: A Running Gag in the film is that Billy-Bot and Man-Droid regularly conflate the word "assimilate" with "annihilate". Their actions generally indicate that they seek to do the latter.
  • Mistaken for Profound: Once again, Fred Fredburger is completely oblivious to the situation around him, and is talking about the “nachos” he just ate (it was actually a cannonball), but Billy interprets it as an analogy for their journey, which leads to his Dumbass Has a Point moment.
  • Noodle Incident: Several of the people stated by Boogey to have stolen Grim's scythe (including a girl scout troop, a pair of trapeze artist sisters, the Sleestaks from Land of the Lost, and a turkey salad sandwichnote ) were not shown stealing it in the series, leading one to speculate what may have happened during these incidents.
  • Only a Flesh Wound: Skarr tries to claim this regarding the gaping hole in his torso. Grim doesn’t buy it.
  • Opening Shout-Out: During the scene where Mandy keeps waking up from horrible nightmares after being put under a sleeping spell by Boogey. One of the places she wakes up in is a black void, where most of her Couch Gags at the end of the show’s theme song take place.
  • Robot Me: Billy-Bot and Man-Droid are robot versions of Billy and Mandy sent back from the future.
  • Shout-Out:
  • The Stinger: Future Billy returns to his time (two weeks in the future) only to find that nothing has changed despite having stopped Mandy from using Horror’s Hand to conquer the world. That’s because Fred Fredburger somehow got into Grim’s trunk and took it.
  • Tampering with Food and Drink: Boogey drugs Grim, Billy, Mandy and Irwin with a spiked birthday cake so he can invade their dreams and kidnap Mandy.
  • Took a Level in Badass: Irwin, fueled by The Power of Love, makes quick work of Boogey’s crew when he, Billy and Grim storm the ship to rescue Mandy.
  • True Love's Kiss: Irwin enacts this to try to wake Mandy from the sleeping spell Boogey put on her. It works, much to her disgust.
  • Villain Has a Point: The facts that Boogey brings up to the Underworld Court are perfectly accurate; Grim is indeed very irresponsible with the handling of his cosmic powers, routinely letting his scythe and other objects of arcane power get stolen. Also that he doesn't have enough will of his own to resist being forced by the two self-serving kids to placating their selfish whims and the whole bet was his own fault to begin with. He is even right when he says that Billy and Mandy are only Grim's friends because they can use him and about the other ugly things that he says about them being barbaric and wickedly loathsome. Of course, he says that all to get them into trouble and make Grim lose his job as psychopomp out of spite, but the points still remain.
  • Vomit Discretion Shot: After the above mentioned Big Damn Kiss, Mandy at first thinks it’s just another nightmare thanks to Boogey’s sleep spell, but Irwin confirms that she’s awake. Cue Mandy hurling over the side of Boogey’s ship.
  • We Can Rule Together: Boogey makes this proposition to Mandy after he kidnaps her. She refuses.
    Boogey: Mandy, you admitted in court, under oath, that Grim was no good to you without his powers. With Horror’s Hand, I’ll be twice a powerful as Grim ever was! If you were my friend, and protected me the way you protect Grim, we could rule the universe together! What do ya say?
    Mandy: (Death Glares at him) Just because I’ll be best friends with a loser bag of bones doesn’t mean I’ll be best friends with a toad like you!
  • We Will Meet Again: Numbuh 3 humorously makes a threat as if she were a villain promising revenge after Grim gets his job as the Grim Reaper back.
    Numbuh 3: I'll get you for this, Grim, if it's the last thing I do!
  • "Where Are They Now?" Epilogue: There’s one during the end credits. Grim returns to fighting supernatural toilet clogs, Mandy takes over as Captain of the Boogey Bay, Billy becomes President of the United States, Irwin falls ill due to catching mono and cooties from kissing Mandy, Skarr uses the hole in his torso as a bird feeder, Creeper makes a fortune off selling time travel pants, Billybot and Mandroid transform into spaceships and embark on a career as crimefighters, Hoss Delgado does not appear in the movie and is left watching the events on TV, the cyclops guardians get their own cooking show, the Kraken was arrested for 8-armed robbery, Numbuh 3 attempts to start her own reaping business (with less than stellar results), Horror becomes a rock god using his ability to play guitar with his teeth, Boogey becomes a shut-in after becoming afraid of everything, and Grim's scythe is quickly stolen again (this time by Dracula who uses it as a golf club).
 
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