Writer:	Matthew Negrete
Director:	Steve Loter
Star:	Nicole Sullivan (Shego),  Jean Smart (Dr. Possible (Mom)),  Shaun Fleming (Jim and Tim Possible),  Christy Carlson Romano (Kim Possible (as Christy Carlson Romano)),  Gary Cole (Dr. Possible (voice)),  John DiMaggio (Dr. Drakken),  Will Friedle (Ron Stoppable),  Tahj Mowry (Wade),  Nancy Cartwright (Rufus)
Recurring Role:	April Winchell (Tricia Lipowski),  John DiMaggio (Dr. Drakken, Dr. Zeruda)
Guest Star:	Mindy Cohn (Ms. Whisp),  Phil Morris (Lt. Franklin, Infinity Guy)

Starting the second season, Chris Bailey is no longer the series' director. (edit) Animation Production by: Rough Draft Korea Co., LTD (edit)

Miss Whisp: Ronald... (rubs eye) That's correct!
Ron: Cool...So, who's up for some snackage in the caf? How 'bout some pie? (Draws the mathematical symbol for "pi" on the chalkboard; he laughs) Math pun, get it? With pie, because I... (chuckles)... I'm good. (edit) Wade: OK, smart guy. There can be only one. Shall we begin?
Rufus: Bring it on!
Wade: Plot the elliptical orbit of Jupiter's third moon.... Correct. Name the four capitals of the ancient Mayan empires. ... Correct.
Ron: (grunts) I don't miss it. (edit) Drakken: That doomsday device better work otherwise you'll be swimming with the fish. . . fish right or is it fishes?
Shego: Fish or fishes.
Drakken: Well which is it?
Shego: Both are correct plural forms of the singular word fish
Drakken: You're pretty smug right now aren't you?
Shego: A little bit. (edit) Kim: Wade, I just don't get it. It was as if Ron was abducted and replaced by someone... smart. (edit) Drakken: So, Kim Possible's sidekick thinks he can go under my nose and steal my brainwaves?
Ron: Okay, believe it or not, that's not how it went down.
Drakken: Shush boy. Now is not the time for words, now is the time for action, well thought really. Yes, now is the time for thought, followed soon after by action. (edit)

This episode marks the first time in the series where a teacher other than Mr. Barkin has taught a class. (edit) A few more signs Season 2 is starting: Jim and Tim sound older in all the Season 2 episodes, Kim's eyes aren't as big as they were in Season 1, the credits are smaller at the end of the episode and Jim and Tim's noses are now in a different shape. (edit) When Kim and Ron are exiting the lair (with Drakken and Shego in the background), you see Shego's foot slide out of the goop for a second (edit) Kim shoots a jello thing through a panel without a window to save Ron from the pit of fish, but she never removed the glass. (edit) If the people who guard Project Phoebus don't even know what it does, how do Drakken and Shego know what it does? (edit)

Highlander:

Wade: There can be only one!

This is a popular quote that is said in the TV show/movie Highlander. (edit) Popeye:

Ron: I am what I is!

This is a spin on Popeye's famous catch-phrase, "I am what I am." (edit) Ron: I am what I is!

This line is a variation of a Frank Zappa song/album called "You Are What You Is." (edit) Star Wars:

When Kim uses the guardrail to fight Shego, she uses a lot of "lightsaber" moves. In fact big fans of Star Wars probably noticed that Kim looks a lot like one of the "extended universe" characters: Mara Jade, a roughish Jedi knight, to be exact. Those who aren't Star Wars fans probably don't care. (edit) Ron: Drakken, Shego, I give you... The Mangler!

Ron naming his doomsday device The Mangler is a reference to the 1995 movie about a possessed folding machine at a laundromat that begins to eat people. (edit)