All Chalked Up
Season 4, Episode 2
Episode name pun on: The phrase "All choked up"
HIM and Bubbles With a Flower.png
Airdate: June 29, 2002[1]
Director: Randy Myers
Craig McCracken
Story: Don Shank
Writer(s): Cindy Morrow
Clay Morrow
See also
"Film Flam"
"Get Back Jojo"

"All Chalked Up" is the second episode of Season 4. It first aired on Cartoon Network in the United States on June 29, 2002.


After Buttercup becomes so selfish by destroying Bubbles' chalks, Bubbles befriends a butterfly (HIM in disguise), that asks her to express her anger, but her monster drawings come to life and bring destruction in Pokey Oaks.


Blossom, Bubbles, and Buttercup, as they appear in both the familiar and well-known circle and oval designs in this episode.

The episode starts at Pokey Oaks, with kids playing, Buttercup and Mitch playing dodgeball and Bubbles drawing chalk on the ground. While playing with Mitch, the ball rolls over on Bubbles' drawing, and Buttercup scolds her that this is a playground, not a "drawing ground," much to Bubbles' dismay, but continues. Buttercup and

Bubbles and Buttercup arguing

Mitch playoff, with Mitch getting hit by the ball and erasing Bubbles' drawing. Buttercup appears and scolds Bubbles again, causing the two to argue. All of the kids, except Blossom, are entertained by the quarrel, until Blossom breaks it up, asking for an explanation. Bubbles starts to talk, but Buttercup cuts in, and they continue arguing. This annoys Blossom, and she orders them to shut up, and then tells Bubbles to speak first. Bubbles then tells her that Buttercup should share the playground, which Buttercup bluntly refuses and instead becomes selfish. In a fit of irritation, Buttercup then stomps on some of Bubbles' chalk destroying it in the process, visibly upsetting Bubbles. An enraged Bubbles gets up and tries to get enough energy to punch her, but she can't, because she's bursting into tears and flying away to a forest. At the forest, she discovers a new set of chalk on the tree stump, however, there isn't any chalk inside, but then the forest transforms into a magical place, full of flowers, toadstools and woodland creatures, who individually give Bubbles a piece of chalk, eac, until the chalk box is full. Then a talking butterfly appears, who welcomes and gives Bubbles the ability to draw things and have the drawings come to life, so the forest can be made even more beautiful, to which she draws different things that make her happy (After transporting from the forest to a blank, lifeless looking area). He then tells Bubbles to express her anger towards Buttercup for destroying her chalk, to which she then draws monsters, coming to life, once they were complete. Eventually, Blossom and Buttercup appear and asks where Bubbles has been, and they look behind them, and the drawing monsters came to life.

Bubbles in Bubbles.

The drawing monsters go away and destroy the school, and nearly hurt all the children, but the girls manage to save them. Then the girls except Bubbles fight the monsters, but they are no match for them and they easily defeat Blossom and Buttercup. Knowing they can't beat them, they ask Bubbles for help, and she has an idea, erasers. Then they easily erase the monsters apart, but then they draw themselves back to life. Then the talking butterfly appears, and reveals himself to be Him, and that it was HIM who tricked Bubbles into expressing her anger and drawing the monsters to life. Then Bubbles draws the monsters angry into happy ways, much to Him's dismay. HIM angrily tells her that she can't do that, and was supposed to express her anger, but Bubbles tells him that she is, in a positive way, so she draws Him into a butterfly, just like the way he was when he tricked Bubbles. HIM defeated again, then escapes. The drawing monsters then turn back into drawings. The girls then cheer for Bubbles, and Buttercup attempts to apologize to her for destroying her chalks and making her cry, and Bubbles, understanding what she is trying to say, forgives her. Then the episode ends with drawing hearts dropping on the girls.


Major Characters

Minor Characters



[Bubbles has made HIM mad by redesigning the chalk monsters from vicious to friendly]
HIM: You can't do that! You're supposed to express your anger!
Bubbles: I am. I'm just expressing it in a positive way. And I think you were more positive when you were a cute...little...butterfly.
[Bubbles has drawn antennae and butterfly wings on HIM]
Bubbles: What do you think, girls?
Blossom: Oh, yes.
Buttercup: Much better.
HIM: (growling with rage) Noooooooo! (disappears, causing the antennae and butterfly wings to float to the ground)


  • Despite have being produced by Cartoon Network Studios instead of Hanna-Barbera, it shows the latter's logo at the end.
  • This episode is loosely based on the book of the same name.
  • This is the second time HIM uses and manipulates Bubbles who tearfully takes leave of her sisters, the first time being in Octi Evil.
  • This is the first episode of the series to use digital ink-and-paint animation, although it still used the 1998-2001 outro. After this episode, the digital animation process was not used again until the episode "Superfriends" (in production order). The digital animation process was then put into official usage beginning with that episode. This also marks Hanna-Barbera's first-ever transition from cel animation to digital ink-and-paint animation, see their previous cartoons are made in cel animation.
  • This is the first time HIM appears in a 20 minute episode.
  • As shown in this episode, Bubbles loves to draw with chalk.
  • This episode is the first one the use both the 2000 circle designs and 2000 oval designs of the girls constantly and alternately in one episode. In most episodes, the circle designs would be used in one episode, while the oval designs would be used in the other episode. This episode is the first one that combines the circle and oval designs together in one episode.
  • This was the final episode to premiere on Kids' WB before Cartoon Network and was also the final episode to air on Kids' WB.
  • It is unknown what Blossom and Buttercup were doing while Bubbles was playing with the animals and expressing her anger, however, it can be assumed that they went looking for her when they asked her what she was up to.
  • It is never explained how HIM knew about Buttercup destroying Bubbles' chalk, but it is likely that he was watching them.
  • The hearts at the end shot radiate rather than pulsating.
  • Buttercup and Blossom use their Sonic Scream for the first time. Also, the sound waves are green instead of gray.
  • This is one episode where the girls don't use violence and fighting to defeat a foe; rather erasing.
    • This episode aired a couple of months after the series premiere of ChalkZone, a Nickelodeon series with a similar premise (before that, it was a series of pilots on Oh Yeah! Cartoons).
  • As such, E.G. Daily, Buttercup's voice actress voices Rudy in the same series.

Production Notes

  • Although this episode premiered in 2002, it was produced in 2001 according to the credits. It was also the first episode produced in 2001.
  • This episode was purportedly scheduled to air on April 26, 2001, but was delayed to June 29, 2002, for unknown reasons.[citation needed]


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