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A pleasant weekend goes awry when a monster attacks.
- Lord Boxman (non-speaking)
- Shannon (non-speaking)
- Raymond (non-speaking)
- Carl (debut)
- Professor Venomous
- Fink (non-speaking)
- Shadowy Venomous (debut)
- Mad Sam
- Shadowy Figure (mentioned/vision)
- This episode takes place after "The K.O. Trap" and "Let's Get Shadowy".
- The slime that Professor Venomous used at the creation of Carl was the same from "The K.O. Trap". Also some moments from this episode are presented in K.O.'s flaskback.
- Three Darrells are seen wearing a sailor suit from "We're Captured", a museum guard outfit from "Villains' Night In", and Lord Cowboy Darrell that was last seen from "Boxman Crashes".
- T.K.O. escaped and took full control of K.O. after being trapped inside K.O.'s subconscious from "TKO Rules!".
- Professor Venomous' car gloves are black instead of being white as first seen in the episode "Boxman Crashes".
- He may have replaced them due to his car being destroyed from "Rad's Alien Sickness".