General Skarr buys a home in Endsville and becomes Billy's neighbor. After Skarr invites Billy into his new house, Billy mentions Grim's scythe as ,he strongest and most powerful weapon in the entire universe, and Skarr tries to battle his desire to be evil again. Eventually Skarr steals the scythe but Mandy proves to be even scarier than he is, and takes it back.

As Billy walks into the woods to have a picnic, Yogi and a giant, feral version of Boo-Boo (from The Yogi Bear Show) come to steal his basket, and he escapes by hiding in a cave. Billy is taken to the mushroom lair of the dwarfs where King Beardbottom tells him the story on how the different races split the food-services industry, after the conference of Rivendell. The king sends Billy to infiltrate the elves' cookie factory to deactivate their force field, so the dwarves can assault the factory. After a fierce battle (censored out "for younger viewers", by a single clip of a pink koala continuously licking a eucalyptus leaf) and Billy's words, the elves and dwarves decide to work together and split the profits.

After Billy wakes up from another nightmare involving clowns, he is more terrified than ever towards them, so Mandy and Grim try to cure him of this clown-a-phobia. Mandy asks Grim to bring to life a clown's head made on paper mache to entertain Billy, but the spell does not seem to work. They dress up as clowns in an attempt to look harmless. After consulting with his imaginary "Inner Frat Boy", Billy changes his feeling from being afraid to being angry at clowns, and attacks them with Grim's scythe. Billy is cured of his fear, but the paper mache clown attacks and eats them.

At school, Billy, Mandy, and Irwin look for a club to join. Irwin plans to join the Macrame club to meet girls; Billy inquires on the Junior CIA club, which forcefully recruits him; Mandy joins the "Secret Snake Club", a snake-themed club consisting of three geeks. The nerds reveal that their "secret agenda" is to resurrect Shnissugah, a giant snake which lived hundreds of years ago in Canada, to take revenge against the popular kids, but they lack the power of the Underworld to do so. Mandy calls for Grim, who proceeds to revive Shnissugah through the internet. Billy, as a junior agent of the CIA, stops a criminal plan by Irwin, who was using the Macrame club for personal gain; and Shnissugah turns out to be a tiny, 8-cm (3.14-in) long, harmless snake.

After Grim's robe comes out of the washing machine, Billy and Mandy find Thromnambular, a talking skull with ruby eyes and a number nine imprinted on his forehead. Grim tells them that the skull is a magical artifact imprisoned on Earth that must grant his nine wishes to be free. When Mandy asks Grim why he has not used any of the wishes, Grim tells her that the skull will corrupt the wishes and end up affecting the wisher.

After Grim has a nice dream, a nightmare escapes the back of his head in the shape of a supernatural, invisible duck that makes farting noises. The duck follows Grim everywhere, causing him embarrassment with the non-existent farts, and to end up in jail. The duck repeats the strategy, following other citizens, including Irwin and Billy's dad, resulting in all of them going to jail too. The duck tries to annoy Mandy, but she remains imperturbable by its presence. The duck disappears and Principal Goodvibes is really angry, and he gives Mandy 75 days of detention.

When Grim misuses his powers to play bowling with asteroids, he is taken to the Underworld court and sentenced to 50 hours of community service. At a retirement home, Billy, Mandy, and Grim go to the supernatural wing, which is the Home of the Ancients, a place for retired, geriatric monsters. Grim meets his childhood idols, the Bride of Frankenstein, Dracula, and the Wolf Man. Despite Billy's comments that the old monsters are finished, Grim sets out to prove that they are still scary. Grim tries to scare a bunch of kids in the woods, but the old monsters ruin his attempt and he walks out on them.

When it's scurvy-prevention day at school, Mindy parades in her float in anticipation for the Little Miss Scurvy beauty pageant, and she insults Mandy, telling her she is ugly. To prove her otherwise, and with Principal Goodvibes' encouragement, Mandy considers entering the pageant. Naturally, Billy and Grim cannot believe Mandy when she tells them about the idea, but finally they decide to help her. Grim calls for Crabina, the Underworld's greatest makeup artist, to give Mandy a complete makeover. Crabina is shocked by Mandy's sour attitude, so she sets up principally to make her smile. At the pageant, Mandy has a real chance at winning the contest, but she still refuses to smile during her heart-warming musical number. Ultimately she smiles, but this event is so powerful that it alters the laws of the universe, and The Grim Adventures universe transforms into the The Powerpuff Girls universe, with Billy, Mandy and Grim turning into the Powerpuff Girls, Irwin turning into Mojo Jojo, and Professor Utonium guest starring as himself in a brief speaking cameo.

When Billy's dad gets a promotion at his job, he tells his family they are going to move to another town, starting a dispute between Billy and Mandy over who gets custody of Grim. Grim suggests they settle this in court, and hours later Billy, Mandy and Grim find themselves in the Underworld court, presided by Judge Roy Spleen, and which has Fred Fredburger, an incorrigible dumb character, as a juror.

When General Skarr tries to get rid of a weed in his otherwise perfect garden, he asks Grim to use his scythe to do the job. Billy drives a lawnmower and ruins the garden; also, the scythe's magic accidentally shoots Skarr, transforming him into a plant-like creature. Using his new plant powers, Skarr rebuilds his garden, and tries to exact revenge on Billy by throwing a party, and attacking him. Skarr gets mulched by a helicopter rotor, but he is reborn as a small weed.

When Grim decides to visit again his childhood idol, the aged king of the vampires, Dracula, the latter suggest they drive to an early bird buffet, only to get lost in the scorching desert. Grim and Dracula need to find their way back home while dealing with situations like meeting a creepy truck driver and being attacked by a giant scorpion. After what they have gone through, and thinking that Dracula is just a selfish, old man, Grim decides to go a separate way. After finding that Dracula in fact helped him by sucking out the scorpion's venom, Grim rushes to help Dracula, and they finally make it to the diner. However, it appears that Dracula left without paying the check.

As Grim appears in an Underworld TV commercial for "Big Move" laxative pills, an accompanying contest promises a day with the famous Grim Reaper to the monster who writes the best 500-word-or-less essay describing the fun things they would do. It turns out the winner of the contest, and sole participant, is the dimwitted Fred Fredburger, who only wants to eat frozen yogurt. The Big Move company blames Grim for their sales going down since they hired him. In consequence, Grim tries save his reputation and make the best day for Fred, but it is a disaster with Grim ruining Fred's yogurt and Fred going missing in an amusement park. The Big Move executives give Grim a beating for ruining their company, and Fred finds his own paradise in a cold place with nachos- and frozen yogurt-loving creatures.

As Billy realizes the three geeks of the Secret Snake Club get doctor's notes to avoid Physical Education (P.E.) class, he wants to know their secret to avoid the class too. All the boys in the class join the club and all, except Billy, get doctor's notes from Billy's dad, who poses as a doctor. While Billy is the only one exercising in the class, the Snake Club summons a snake to destroy the gym. Since the invoked snake is tiny, Sperg uses Grim's scythe to make it a giant. Mandy and the other girls beat the boys and their snake because they did appreciate the P.E. class as an outlet for their aggression.

When Billy, Mandy and Grim attend an Ancient Egypt exhibit at the museum, they meet with Irwin who explains that, as his mother is a mummy, they are visiting Irwin's grandfather, the great Pharaoh King Popen Locken. Later that night, Irwin's grandfather visits Irwin in his room and offers him the Pharaoh's crown and the possibility of building his own pyramid to attract women; Irwin accepts, calling himself King Tooten Pooten, and soon they turn the citizens into slaves to build the pyramid. Against his mother's wishes, Irwin decides to finish the pyramid; however, there is something he did not anticipate, as he, the Pharaoh, needs to remain entombed inside it.

When Irwin lacks the courage to ask Mandy to go with him to the Valentine's Day school dance, he tells Nergal Jr. to do it for him. Mandy mistakes Junior's invitation for his own, and surprisingly accepts to go with him, which naturally makes Irwin jealous. With the ill advice received from his father, to be possessive with Mandy, at the dance Junior becomes overprotective of her, that eventually he and Irwin start fighting, throwing punch at each other and ruining the ball. It is revealed that this was Mandy's true intention all along so that no one could enjoy Valentine's Day.

When vampire hunter Lionel Van Helsing prepares to kill Dracula, Billy, Mandy, and Grim arrive to stop him since Dracula is just senile and harmless. Van Helsing reveals the source of his hatred: in the past, he and Dracula were "best friends forever", until Dracula used his irresistible dance moves to marry Tanya, the woman of his dreams. Tanya arrives too, revealing that she is none other than Irwin's grandmother, making Irwin one-quarter-vampire on his father's side and half-mummy on his mother's side. Van Helsing leaves, but Dracula is unsatisfied with his newfound family of nerds.