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Part 2 picks up where the previous episode ends, that with Master Shake mourning over his abandoned old house and everything he cared about. He quickly runs over to Carl's house, to find George Lowe has moved in. He takes Shake to a warehouse filled with army equiptments, where two kids take his pipes, and were killed by Allen. Further concern grew to Shake on the lightning and how everything was free, at no charge. George shouts his complaints at Allen, and is soon killed. Shake tries to find the rest of the team as he calls them on a phone by a liquor store, and after two more calls, he grows more miserable, alone, and afraid, and finds himself surrounded by muggers, who (under circumstances of 'having a good day') only wanted to help him as he's lost. Shake is concerned on why they didn't want to stab him, and one of the muggers flips out, tries to stab him, and complains to Allen on 'having a good day,' and was killed afterwards. After further concerns, Shake was taken and abducted by Allen. He finds Allen has monitors viewing all over the Earth for 'bad deeds', for if Allen finds something bad done, he vaporizes them. Frylock and Meatwad were displayed on one of Allen's monitors, showing how they are without Shake. Meatwad suggests they go and find him. Shake demands he blasts Meatwad, but Allen says they're being good, as he shows Shake how he's been bad. After further conversation, Shake finds Allen is doing all this due to family issues with his father, for Allen was throwing a party and his brother Tommy lied his way out of the trouble caused. Shake claims to know Allen's father and tells him not to worry, for he's out of town. Allen convinces to 'party down' once more with Tommy. Meanwhile, Frylock and Meatwad were searching for Shake, and as they find one of the muggers who knew where he was, they face Allen's ship and badmouth's him. Frylock aggressively cusses at him, and Meatwad runs away, leaving Frylock to get killed. Allen leaves Shake in charge of his ship, and gets a sudden call. After finding Tommy has set his dad's ship on fire, his dad yells at him. Shake closes the hatch of the ship and blasts Allen with lightning.
- Narrator (George Lowe)
- Master Shake
- Mr. Beefy (George Lowe)
- Mr. Beefy's Mother (off-screen)
- Kids stealing pipes
- Carl (cameo)
- Emory (cameo)
- Oglethorpe (cameo)
- Ignignokt (cameo)
- Err (cameo)
- Female Senior Citizen (cameo)
- Space Ghost (cameo)
- "This is Your Left" Puppet (cameo)
- Dewey (cameo)
- Vanessa (cameo)
- Rabbot (cameo)
- Pinball Birds (cameo)
- Allen's dad
- This episode is the 2nd of a two-part episode.
- On one of Allen's screens, Space Ghost can be found.
- The Mooninites and Plutonians can be found in Allen's screens.
- Meatwad takes a new shape in this episode: that of Master Shake.
- Carl makes a cameo in this episode, he is as fat as a blob and is killed by Allen.
- A Pinball Bird riding a jet ski on Death Island can be found on Allen's screen.
- Frylock gets killed for the first time since She Creature
- This episode does not have any opening sequence with Dr. Weird, unlike in Allen Part 1.
- As Allen shows Shake how bad he has been, clips from Ol' Drippy, Multiple Meats and Super Bowl are displayed.
- As Shake was on the phone yelling at Frylock and Meatwad for leaving him in the hypersleep chamber, he can actually be heard saying "fuck", but reversed.
- When one of the muggers is vaporized, the other mugger yells "damn", even though normally most people would be killed for "potty-mouth" language. Since the word is pretty mild, Allen didn't catch the mugger.
- When Allen orders Master Shake to his fortress, a sign can be seen that reads: "Behave for the Allen" with the second l scritched out with a red marker and replaced with an i. By the next time the fortress is seen, the sign is gone.
- There are 43 swear words in this episode.