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Changes: Rosemary Hills 9: The Ghoul School

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== Plot: ==
  
== Plot: ==
−
While on the road, Scooby, Shaggy and Scrappy discuss the new job Shaggy has accepted as a gym teacher. Shaggy is reluctant about his decision because of the eerie weather and location.
 +
While on the road, Milly and her friends discuss the new job Shaggy has accepted as a gym teacher. John is reluctant about his decision because of the eerie weather and location.
   
−
As the trio pull up to a school they realize that it is the neighboring Calloway Military School. The Grimwood School Shaggy has a contract with is much more frightening and spooky. Scooby gets flung across the moat to the door and is the first to enter the school and meet their pet dragon Matches who sprays fire at Scooby.
 +
As the trio pull up to a school they realize that it is the neighboring Derekson Military School. The Thornwood School John has a contract with is much more frightening and spooky. Milly gets flung across the moat to the door and is the first to enter the school and meet their pet dragon Lenny who sprays fire at Milly.
   
−
Shaggy and Scrappy enter the Grimwood school as a drawbridge lowers and they are able to walk across. The trio meet Matches and Miss Grimwood, discussing Shaggy's new job and contract. They also meet a floating hand which helps them with their luggage. One by one the girl-ghouls are met and introduce themselves to the gang. Sibella, Winnie, Elsa, Phantasma and finally Tanis. Shaggy and Scooby by this time are already trying to leave the school and terminate Shaggy's contract. Shaggy who is terrified, mentions how the "girls" are actually girl-ghouls.
 +
The rest of Milly's friends enter the Thornwood school as a drawbridge lowers and they are able to walk across. The gang meet Lenny and Mrs. Thornwood, discussing John's new job and contract. They also meet a floating hand which helps them with their luggage. One by one the girl-ghouls are met and introduce themselves to the gang. Tina, Kelly, Brenda, Samantha and finally Tessa. Milly and John by this time are already trying to leave the school and terminate John's contract. John who is terrified, mentions how the "girls" are actually girl-ghouls.
   
−
The girl-ghouls discuss their problem of not ever winning the volleyball championship against their rivals the Calloway Cadets next door and Shaggy agrees to stay and help, starting with early morning exercises the following day. Scooby starts noticing things not right about the Grimwood school such as a pet piranha in the goldfish tank. Early morning exercises start with ballet while the neighboring Calloway Cadets are beginning their warm-up exercises as well. The Cadets spy Scooby and Scrappy with a telescope and take note of the new coaches at Grimwood. They soon loose their volleyball to Matches after a cadet serves the ball hard and loses it. The cadets aren't able to practice for a while.
 +
The girl-ghouls discuss their problem of not ever winning the volleyball championship against their rivals the Derek Cadets next door and John agrees to stay and help, starting with early morning exercises the following day. Milly starts noticing things not right about the Thornwood school such as a pet piranha in the goldfish tank. Early morning exercises start with ballet while the neighboring Derekson Cadets are beginning their warm-up exercises as well. The Cadets spy Milly and John with a telescope and take note of the new coaches at Thornwood. They soon loose their volleyball to Lenny after a cadet serves the ball hard and loses it. The cadets aren't able to practice for a while.
   
−
Continuing morning exercises, the Grimwood girls go for a morning jog and meet up with Matches who is burying the cadet's volleyball. The Grimwood girls stop for rotten apples while Shaggy and Scooby stick out their tongues in disgust. Meanwhile, the Calloway Cadets are working on a water balloon bazooka which they plan to use to retrieve their volleyball but Matches ends up returning it anyway before they get it working correctly. The gangs meets giant fly-traps in the garden as well as all the rotten food in the garden which the Grimwood girls like. In the garden Scooby sees venus spy-traps which have been planted their to spy on the Grimwood girls, the first clue that they are being watched by Revolta, a terrifying spider-witch who wants to use the girls to become "the most powerful witch in monster-dom".
 +
Continuing morning exercises, the Thornwood girls go for a morning jog and meet up with Lenny who is burying the cadet's volleyball. The Thornwood girls stop for rotten apples while Milly and John stick out their tongues in disgust. Meanwhile, the Derekson Cadets are working on a water balloon bazooka which they plan to use to retrieve their volleyball but Lenny ends up returning it anyway before they get it working correctly. The gangs meets giant fly-traps in the garden as well as all the rotten food in the garden which the Thornwood girls like. In the garden Milly sees venus spy-traps which have been planted their to spy on the Thornwood girls, the first clue that they are being watched by Truphira, a terrifying spider-witch who wants to use the girls to become "the most powerful witch in monster-dom".
   
−
Colonel Calloway visits Grimwood School in order to set the time for their annual volleyball tournament. Miss Grimwood offers him fungus fudge and toadstool tea which he eats and drinks in disgust as he comments that it tastes moldy. Shaggy is introduced to Colonel Calloway and they plan to play at 1400 hours which Scrappy clarifies as 2:00 p.m. The girl ghouls warm-up with "scare-o-robics" and "deep shrieking" exercises and scare the Calloway cadets with the loud screaming. Meanwhile the cadets are warming up with standard stretches and pushups. Colonel Calloway gives the cadets a short pep-talk and tells them that they've "gotta win".
 +
Colonel Derekson visits Thornwood School in order to set the time for their annual volleyball tournament. Mrs. Thornwood offers him fungus fudge and toadstool tea which he eats and drinks in disgust as he comments that it tastes moldy. Milly is introduced to Colonel Derekson and they plan to play at 1400 hours which Emmy clarifies as 2:00 p.m. The girl ghouls warm-up with "scare-o-robics" and "deep shrieking" exercises and scare the Derekson cadets with the loud screaming. Meanwhile the cadets are warming up with standard stretches and pushups. Colonel Derekson gives the cadets a short pep-talk and tells them that they've "gotta win".
   
−
The girls finish their exercises with loosening their muscles and a short swim in the Grimwood moat. Matches blow-dries them off right before the match. Miss Grimwood calls Legs over to repair the Grimwood net and boundary lines. Soon the game ready to begin!
 +
The girls finish their exercises with loosening their muscles and a short swim in the Thornwood moat. Lenny blow-dries them off right before the match. Mrs. Thornwood calls Al over to repair the Thornwood net and boundary lines. Soon the game ready to begin!
   
−
Elsa begins the game with a couple good serves. Soon they are at 10-10 tied. Then Calloway takes the lead after Phantasma goes through the net. Next, Tanis serves the ball and scores a point, Grimwood now taking the lead. Calloway implants a control device into the volleyball so they can control how the ball moves. They use a remote to make Tanis's serve look bad and they take control of the ball. Calloway takes the lead again until Scooby accidentally swallows the ball's remote control and squirts ketchup at the cadet who was serving. Grimwood gets the next serve by Winnie and they catch back up to Calloway. Revolta is shown to be watching the game in anticipation. Winnie spikes the ball off the back of Phantasma and Sibella gives the final serve. The remote control in Scooby's belly gets triggered and the ball moves back into the Calloway's side of the court. Grimwood wins and Tanis gets the trophy for her mummy case.
 +
Brenda begins the game with a couple good serves. Soon they are at 10-10 tied. Then Derekson takes the lead after Samantha goes through the net. Next, Tessa serves the ball and scores a point, Thornwood now taking the lead. Derekson implants a control device into the volleyball so they can control how the ball moves. They use a remote to make Tessa's serve look bad and they take control of the ball. Derekson takes the lead again until Tevin accidentally swallows the ball's remote control and squirts ketchup at the cadet who was serving. Thornwood gets the next serve by Kelly and they catch back up to Derekson. Truphira is shown to be watching the game in anticipation. Kelly spikes the ball off the back of Samantha and Tina gives the final serve. The remote control in Tevin's belly gets triggered and the ball moves back into the Derekson's side of the court. Thornwood wins and Tessa gets the trophy for her mummy case.
   
−
The Grimwood girls start setting up a halloween party, excited that they have won the annual volleyball game. Miss Grimwood bakes brownies and caterpillar cookies. The Grimwood girls talk about how their parents plan to attend the party. Shaggy and Scooby get scared as the monsters begin to arrive and they go hide in a secluded room. Revolta watches the monsters arrive through a spy-trap. The parents meet Scooby and Shaggy anyway and believe they run away from them simply because they are gym teachers trying to stay in shape. Soon they've all met and Tanis's father thanks them for "making Tanis feel like a winner".
 +
The Thornwood girls start setting up a halloween party, excited that they have won the annual volleyball game. Mrs. Thornwood bakes brownies and caterpillar cookies. The Thornwood girls talk about how their parents plan to attend the party. John and Tevin get scared as the monsters begin to arrive and they go hide in a secluded room. Truphira watches the monsters arrive through a spy-trap. The parents meet Milly and her friends anyway and believe they run away from them simply because they are gym teachers trying to stay in shape. Soon they've all met and Tessa's father thanks them for "making Tessa feel like a winner".
   
−
The Grimwood girls present gifts they have made for their parents such a lemon juicer for Papa Werewolf, a bat-robe for Count Dracula and a portable shockman for Frankenteen Senior. Revolta watches the whole time through a spy-trap, saying that "soon the party will be over". Phantasma plays a song with the floating hand as an accompaniment. The parents leave after the party is over.
 +
The Thornwood girls present gifts they have made for their parents such a lemon juicer for Marcos Werewolf, a bat-robe for Count Dennis and a portable shockman for Frodo Frankenteen. Truphira watches the whole time through a spy-trap, saying that "soon the party will be over". Samantha plays a song with the floating hand as an accompaniment. The parents leave after the party is over.
   
−
Revolta and the Grim Creeper plan to brainwash Shaggy. They send a bat out to go find Shaggy and brainwash him. Scooby sees the bat as it tries to enter but Shaggy doesn't see it. It hides in the window shade and later above Shaggy's bed. The bat weaves webbed-headphones which Revolta uses to talk to and brainwash Shaggy. She tells Shaggy to take the Grimwood girls to the Barren Bog for a jog, to which he accepts.
 +
Truphira and the Octo Basher plan to brainwash John. They send a bat out to go find John and brainwash him. Tevin sees the bat as it tries to enter but John doesn't see it. It hides in the window shade and later above John's bed. The bat weaves webbed-headphones which Truphira uses to talk to and brainwash John. She tells John to take the Thornwood girls to the Lurky Marsh for a jog, to which he accepts.
   
−
The following morning, the Calloway Cadets wake to a homemade alarm clock and discuss their upcoming field trip to the Barren Bog, the same day Shaggy is planning to go. Meanwhile, the Grimwood girls all get ready for their field trip as well, getting in Shaggy's van. Miss Grimwood waves goodbye.
 +
The following morning, the Derekson Cadets wake to a homemade alarm clock and discuss their upcoming field trip to the Lurky Marsh, the same day John is planning to go. Meanwhile, the Thornwood girls all get ready for their field trip as well, getting in Milly's van. Mrs. Thornwood waves goodbye.
   
−
At the bog, Revolta's sidekick the Grim Creeper awaits to capture the Grimwood girls. Shaggy isn't in a trance anymore but is still excited to go for a jog at the bog. Winnie is the first to meet up with the Grim Creeper and his bats. The bats weave a pair of webbed-headphones like those used to brainwash Shaggy. Winnie gets brainwashed and taken control of.
 +
At the bog, Truphira's sidekick the Octo Basher awaits to capture the Thornwood girls. John isn't in a trance anymore but is still excited to go for a jog at the bog. Kelly is the first to meet up with the Octo Basher and his bats. The scorpion flyers swoop down, and grab Kelly. Kelly gets kidnapped and held prisoner.
   
−
Scrappy asks Shaggy how he thought of going to Barren Bog. Shaggy can't recall except that it might have been a dream. They don't watch where they are going and soon all then get stuck in a swamp full of alligators. The trio realizes that the area is much more dangerous than they'd previously thought. Sibella transforms into a bat in order to save them from the alligators. Meanwhile, the Calloway Cadets are out hiking nearby and fall into quicksand. Tanis and Elsa see the boys sinking and help them out of the quicksand with a tree trunk.
 +
Tevin asks John how he thought of going to Lurky Marsh. John can't recall except that it might have been a dream. They don't watch where they are going and soon all then get stuck in a swamp full of alligators. The trio realizes that the area is much more dangerous than they'd previously thought. Tina transforms into a bat in order to save them from the alligators. Meanwhile, the Derekson Cadets are out hiking nearby and fall into quicksand. Tessa and Brenda see the boys sinking and help them out of the quicksand with a tree trunk.
   
−
Phantasma sees Winnie and follows her into a shack, not knowing that Winnie has been brainwashed and intends to brainwash her as well. Two of the girls are now brainwashed. Scooby, Shaggy and Scrappy begin to look for the girls, realizing that they haven't seen them around. Sibella is chased by the Grim Creeper's bats and after a bit of a fight, is overtaken by their webbed-headphones as well. Scooby runs into the Grim Creeper and matches saves him with his fire breath as the Grim Creeper runs off.
 +
Samantha sees Kelly and follows her into a shack, not knowing that Kelly has been kidnapped and intends to kidnap her as well. Two of the girls are now kidnapped. Milly and her friends begin to look for the girls, realizing that they haven't seen them around. Tina is chased by the Octo Basher's bats and after a bit of a fight, is overtaken by their webbed-headphones as well. Milly runs into the Octo Basher and Lenny saves her with his fire breath as the Octo Basher runs off.
   
−
The rest of the girls meet up with Winnie and are tricked into entering the shack. Revolta uses a spell to send the shack to her castle. Shaggy and Scrappy see Sibella being bat-napped by the Grim Creeper's bats and begin to worry.
 +
The rest of the girls meet up with Kelly and are tricked into entering the shack. Truphira uses a spell to send the shack to her castle. Milly's friends see Tina being bat-napped by the Octo Basher's bats and begin to worry.
   
−
After getting a push out of the mud by the Calloway Cadets, Shaggy, Scooby and Scrappy race to the castle to save the Grimwood girls. The entrance is hard to reach, so Scrappy builds a contraption to fling the gang and Matches up to the front of the castle. Elsewhere deeper into the castle, Revolta discusses how all the Grimwood girls will be made evil at the stroke of midnight with use of her evil potion.
 +
After getting a push out of the mud by the Derekson Cadets, Milly and her friends race to the castle to save the Thornwood girls. The entrance is hard to reach, so Milly builds a contraption to fling the gang and Matches up to the front of the castle. Elsewhere deeper into the castle, Truphira discusses how all the Thornwood girls will be made dead at the stroke of midnight with use of her evil potion.
   
−
After entering by way of Scooby's tail as a key, the gang spilts up to search the place. A Mirror Monster scares Scooby and shows Shaggy a terrifying reflection of himself. The monster pulls Shaggy into the mirror and frees himself into the real world. Elsa comes to clean the mirror and Shaggy asks for help. Elsa tells him she can only obey Revolta, being under her spell. The Mirror Monster chases Scooby as he yells for help. Scooby stumbles on Tanis and asks for help, but she, like Elsa is under a spell and can only obey Revolta. Scooby dresses as a mummy and pretends to be under Revolta's spell. Soon Scrappy realizes the Mirror Monster isn't Shaggy and threatens him to bring back Shaggy. Matches shoots fire at the Mirror Monster and he switches back with Shaggy, saying the outside world is too dangerous.
 +
After entering by way of Emmy using a key, the gang splits up to search the place. A Mirror Monster scares John and shows Tevin a terrifying reflection of himself. The monster pulls Tevin into the mirror and frees himself into the real world. Monica comes to clean the mirror and Tevin asks for help. Monica tells him they can still find someone to get him out. The Mirror Monster chases John as he yells for help. John stumbles on Becky and Sandra and asks for help, and they tell him to dress up as a mummy. John dresses as a mummy and pretends to be under Truphira's spell. Soon Elaine realizes the Mirror Monster isn't Tevin and threatens him to bring back Tevin. Lenny shoots fire at the Mirror Monster and he switches back with Tevin, saying the outside world is too dangerous.
   
−
Scooby accidentally breaks into the room with Revolta's potion brewing in order to make the Grimwood girls evil forever. He is caught by the Grim Creeper. Shaggy, Scrappy and Matches try to warn the Grimwood girls that they are in trouble but they don't listen because of the spell they are under. Then the trio look around for Scooby who had disappeared. They run into a steel room the shape of a large pipe, the floor the shape of a camera shutter. The Grim Creeper holds Scooby above them, telling them he has "just begun to be mean". He opens the floor and they all fall into the water-filled bottom. The Grim Creeper warns them of the Well-Dweller creature who lives in the well tunnel. The creature lurches toward them.
 +
Milly accidentally breaks into the room with Truphira's potion brewing in order to make the Thornwood girls evil forever. He is caught by the Octo Basher. Milly's friends and Lenny try to warn each other that the Thornwood girls are in trouble but they don't know what to do. Then the gang look around for Milly who had disappeared. They run into a steel room the shape of a large pipe, the floor the shape of a camera shutter. The Octo Basher holds Milly above them, telling them he has "just begun to be mean". He opens the floor and they all fall into the water-filled bottom. The Octo Basher warns them of the Dino-Dweller creature who lives in the well tunnel. The creature lurches toward them.
   
−
Back at the Calloway Military School the cadets decide that the Grimwood girls are in trouble and construct a foot-pedal helicopter.
 +
Back at the Derekson Military School the cadets decide that the Thornwood girls are in trouble and construct a foot-pedal helicopter.
   
−
Scrappy starts a ball game with the Well-Dweller and tricks him into making a ladder for them to escape the well tunnel. Revolta attaches headpieces to the Grimwood Girls for the flow of the potion to make quick work of making the girls evil forever. The girls start to twitch and howl. The Calloway Cadets hear the girls screaming and fly over Castle Revolta. They drop water bombs into the castle as the Grim Creeper tries to catch Shaggy and Scooby who have accidently discovered secret doors to enter the room with Revolta and the potion brewing. Scooby and Shaggy accidently knock off the headpieces which were going to be used to distribute the potion to the Grimwood girls. Revolta shoots magic at the water-bombing cadets and they back off into the distance. The girls change back to normal and Revolta changes Scooby into a frog as a last-ditch effort to scare them into conformity. Scooby as a frog, accidently knocks all sorts of things into the brewing potion and the formula is reversed. Tanis steals Revolta's wand to change Scooby back to normal. Elsa tosses the wand into the brewing potion and Revolta stares in disbelief as the potion has been over-generized and will explode any second.
 +
Milly starts a ball game with the Dino-Dweller and tricks him into making a ladder for them to escape the well tunnel. Truphira attaches headpieces to the Thornwood Girls for the flow of the potion to make quick work of making the girls dead forever. The spell backfires and Truphira orders Octo Basher to go check it out. Meanwhile, Milly and her friends free the girls and ran to stop Truphira. They quietly tiptoe until the Octo Basher chases the girls. The girls attack the Octo Basher and Truphira changes Milly into a frog as a last-ditch effort to scare them into conformity. Milly as a frog, hops away from Truphira before she could kill her. Truphira then attempts to destroy Milly's friends, but Lenny tricks Basher into crashing into Truphira, sending both of them into the water. Tessa steals Truphira's wand to change Milly back to normal. As the Octo Basher flees to the bank, Truphira fends off and taunts the alligators, forgetting about the waterfall until it is too late. She tries to swim to shore, but the current is too strong, and she is washed over the edge to her death. Brenda tosses the wand into the brewing potion and stares in disbelief as the potion has been over-generized and will explode any second, destroying the Scorpion Flyers.
   
−
The Calloway Cadets return back up in the nick of time to save them all by flying away in the homemade helicopter. Revolta and the Grim Creeper go after the heroes on their broomsticks, but the potion explodes and zaps Revolta and her henchman, just as Castle Revolta is destroyed. Back at Grimwood, everyone has thrown a huge party to celebrate the success. Scrappy does a rap. Soon Shaggy and Scooby are introduced to a new set of students and they run away in terror. Scrappy says goodbye to Matches and follows. As the trio drives away, the Grimwood girls wave goodbye from the porch of the school. Scooby, Shaggy and Scrappy howl a loud Grimwood goodbye and drive off into the moonlight.
 +
The Derekson Cadets return back up in the nick of time to save them all by flying away in the homemade helicopter. The castle explodes and is destroyed. Back at Thornwood, everyone has thrown a huge party to celebrate the success. Tevin does a rap. Soon Milly and John are introduced to a new set of students and they run away in terror. Tevin says goodbye to Matches and follows. As the trio drives away, the Thornwood girls wave goodbye from the porch of the school. Milly and her friends howl a loud Thornwood goodbye and drive off into the moonlight.
   
 
== Cast: ==
  
== Cast: ==

Revision as of 13:29, 15 May 2022

Rosemary Hills 9: The Ghoul School is a 2022 American animated adventure fantasy film based on the animated television series Rosemary Hills. The film was released in theaters on October 7, 2022.

Plot:

While on the road, Milly and her friends discuss the new job Shaggy has accepted as a gym teacher. John is reluctant about his decision because of the eerie weather and location.

As the trio pull up to a school they realize that it is the neighboring Derekson Military School. The Thornwood School John has a contract with is much more frightening and spooky. Milly gets flung across the moat to the door and is the first to enter the school and meet their pet dragon Lenny who sprays fire at Milly.

The rest of Milly's friends enter the Thornwood school as a drawbridge lowers and they are able to walk across. The gang meet Lenny and Mrs. Thornwood, discussing John's new job and contract. They also meet a floating hand which helps them with their luggage. One by one the girl-ghouls are met and introduce themselves to the gang. Tina, Kelly, Brenda, Samantha and finally Tessa. Milly and John by this time are already trying to leave the school and terminate John's contract. John who is terrified, mentions how the "girls" are actually girl-ghouls.

The girl-ghouls discuss their problem of not ever winning the volleyball championship against their rivals the Derek Cadets next door and John agrees to stay and help, starting with early morning exercises the following day. Milly starts noticing things not right about the Thornwood school such as a pet piranha in the goldfish tank. Early morning exercises start with ballet while the neighboring Derekson Cadets are beginning their warm-up exercises as well. The Cadets spy Milly and John with a telescope and take note of the new coaches at Thornwood. They soon loose their volleyball to Lenny after a cadet serves the ball hard and loses it. The cadets aren't able to practice for a while.

Continuing morning exercises, the Thornwood girls go for a morning jog and meet up with Lenny who is burying the cadet's volleyball. The Thornwood girls stop for rotten apples while Milly and John stick out their tongues in disgust. Meanwhile, the Derekson Cadets are working on a water balloon bazooka which they plan to use to retrieve their volleyball but Lenny ends up returning it anyway before they get it working correctly. The gangs meets giant fly-traps in the garden as well as all the rotten food in the garden which the Thornwood girls like. In the garden Milly sees venus spy-traps which have been planted their to spy on the Thornwood girls, the first clue that they are being watched by Truphira, a terrifying spider-witch who wants to use the girls to become "the most powerful witch in monster-dom".

Colonel Derekson visits Thornwood School in order to set the time for their annual volleyball tournament. Mrs. Thornwood offers him fungus fudge and toadstool tea which he eats and drinks in disgust as he comments that it tastes moldy. Milly is introduced to Colonel Derekson and they plan to play at 1400 hours which Emmy clarifies as 2:00 p.m. The girl ghouls warm-up with "scare-o-robics" and "deep shrieking" exercises and scare the Derekson cadets with the loud screaming. Meanwhile the cadets are warming up with standard stretches and pushups. Colonel Derekson gives the cadets a short pep-talk and tells them that they've "gotta win".

The girls finish their exercises with loosening their muscles and a short swim in the Thornwood moat. Lenny blow-dries them off right before the match. Mrs. Thornwood calls Al over to repair the Thornwood net and boundary lines. Soon the game ready to begin!

Brenda begins the game with a couple good serves. Soon they are at 10-10 tied. Then Derekson takes the lead after Samantha goes through the net. Next, Tessa serves the ball and scores a point, Thornwood now taking the lead. Derekson implants a control device into the volleyball so they can control how the ball moves. They use a remote to make Tessa's serve look bad and they take control of the ball. Derekson takes the lead again until Tevin accidentally swallows the ball's remote control and squirts ketchup at the cadet who was serving. Thornwood gets the next serve by Kelly and they catch back up to Derekson. Truphira is shown to be watching the game in anticipation. Kelly spikes the ball off the back of Samantha and Tina gives the final serve. The remote control in Tevin's belly gets triggered and the ball moves back into the Derekson's side of the court. Thornwood wins and Tessa gets the trophy for her mummy case.

The Thornwood girls start setting up a halloween party, excited that they have won the annual volleyball game. Mrs. Thornwood bakes brownies and caterpillar cookies. The Thornwood girls talk about how their parents plan to attend the party. John and Tevin get scared as the monsters begin to arrive and they go hide in a secluded room. Truphira watches the monsters arrive through a spy-trap. The parents meet Milly and her friends anyway and believe they run away from them simply because they are gym teachers trying to stay in shape. Soon they've all met and Tessa's father thanks them for "making Tessa feel like a winner".

The Thornwood girls present gifts they have made for their parents such a lemon juicer for Marcos Werewolf, a bat-robe for Count Dennis and a portable shockman for Frodo Frankenteen. Truphira watches the whole time through a spy-trap, saying that "soon the party will be over". Samantha plays a song with the floating hand as an accompaniment. The parents leave after the party is over.

Truphira and the Octo Basher plan to brainwash John. They send a bat out to go find John and brainwash him. Tevin sees the bat as it tries to enter but John doesn't see it. It hides in the window shade and later above John's bed. The bat weaves webbed-headphones which Truphira uses to talk to and brainwash John. She tells John to take the Thornwood girls to the Lurky Marsh for a jog, to which he accepts.

The following morning, the Derekson Cadets wake to a homemade alarm clock and discuss their upcoming field trip to the Lurky Marsh, the same day John is planning to go. Meanwhile, the Thornwood girls all get ready for their field trip as well, getting in Milly's van. Mrs. Thornwood waves goodbye.

At the bog, Truphira's sidekick the Octo Basher awaits to capture the Thornwood girls. John isn't in a trance anymore but is still excited to go for a jog at the bog. Kelly is the first to meet up with the Octo Basher and his bats. The scorpion flyers swoop down, and grab Kelly. Kelly gets kidnapped and held prisoner.

Tevin asks John how he thought of going to Lurky Marsh. John can't recall except that it might have been a dream. They don't watch where they are going and soon all then get stuck in a swamp full of alligators. The trio realizes that the area is much more dangerous than they'd previously thought. Tina transforms into a bat in order to save them from the alligators. Meanwhile, the Derekson Cadets are out hiking nearby and fall into quicksand. Tessa and Brenda see the boys sinking and help them out of the quicksand with a tree trunk.

Samantha sees Kelly and follows her into a shack, not knowing that Kelly has been kidnapped and intends to kidnap her as well. Two of the girls are now kidnapped. Milly and her friends begin to look for the girls, realizing that they haven't seen them around. Tina is chased by the Octo Basher's bats and after a bit of a fight, is overtaken by their webbed-headphones as well. Milly runs into the Octo Basher and Lenny saves her with his fire breath as the Octo Basher runs off.

The rest of the girls meet up with Kelly and are tricked into entering the shack. Truphira uses a spell to send the shack to her castle. Milly's friends see Tina being bat-napped by the Octo Basher's bats and begin to worry.

After getting a push out of the mud by the Derekson Cadets, Milly and her friends race to the castle to save the Thornwood girls. The entrance is hard to reach, so Milly builds a contraption to fling the gang and Matches up to the front of the castle. Elsewhere deeper into the castle, Truphira discusses how all the Thornwood girls will be made dead at the stroke of midnight with use of her evil potion.

After entering by way of Emmy using a key, the gang splits up to search the place. A Mirror Monster scares John and shows Tevin a terrifying reflection of himself. The monster pulls Tevin into the mirror and frees himself into the real world. Monica comes to clean the mirror and Tevin asks for help. Monica tells him they can still find someone to get him out. The Mirror Monster chases John as he yells for help. John stumbles on Becky and Sandra and asks for help, and they tell him to dress up as a mummy. John dresses as a mummy and pretends to be under Truphira's spell. Soon Elaine realizes the Mirror Monster isn't Tevin and threatens him to bring back Tevin. Lenny shoots fire at the Mirror Monster and he switches back with Tevin, saying the outside world is too dangerous.

Milly accidentally breaks into the room with Truphira's potion brewing in order to make the Thornwood girls evil forever. He is caught by the Octo Basher. Milly's friends and Lenny try to warn each other that the Thornwood girls are in trouble but they don't know what to do. Then the gang look around for Milly who had disappeared. They run into a steel room the shape of a large pipe, the floor the shape of a camera shutter. The Octo Basher holds Milly above them, telling them he has "just begun to be mean". He opens the floor and they all fall into the water-filled bottom. The Octo Basher warns them of the Dino-Dweller creature who lives in the well tunnel. The creature lurches toward them.

Back at the Derekson Military School the cadets decide that the Thornwood girls are in trouble and construct a foot-pedal helicopter.

Milly starts a ball game with the Dino-Dweller and tricks him into making a ladder for them to escape the well tunnel. Truphira attaches headpieces to the Thornwood Girls for the flow of the potion to make quick work of making the girls dead forever. The spell backfires and Truphira orders Octo Basher to go check it out. Meanwhile, Milly and her friends free the girls and ran to stop Truphira. They quietly tiptoe until the Octo Basher chases the girls. The girls attack the Octo Basher and Truphira changes Milly into a frog as a last-ditch effort to scare them into conformity. Milly as a frog, hops away from Truphira before she could kill her. Truphira then attempts to destroy Milly's friends, but Lenny tricks Basher into crashing into Truphira, sending both of them into the water. Tessa steals Truphira's wand to change Milly back to normal. As the Octo Basher flees to the bank, Truphira fends off and taunts the alligators, forgetting about the waterfall until it is too late. She tries to swim to shore, but the current is too strong, and she is washed over the edge to her death. Brenda tosses the wand into the brewing potion and stares in disbelief as the potion has been over-generized and will explode any second, destroying the Scorpion Flyers.

The Derekson Cadets return back up in the nick of time to save them all by flying away in the homemade helicopter. The castle explodes and is destroyed. Back at Thornwood, everyone has thrown a huge party to celebrate the success. Tevin does a rap. Soon Milly and John are introduced to a new set of students and they run away in terror. Tevin says goodbye to Matches and follows. As the trio drives away, the Thornwood girls wave goodbye from the porch of the school. Milly and her friends howl a loud Thornwood goodbye and drive off into the moonlight.

Cast:

Trivia:

  • This is the first movie in which Alice and Sam appear.

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