Goof: When the girls are talking to Napoleon, Matt is dressed up as a jester. One could assume that happened because Lilian wished him as so. But then why is he back in his regular clothes later on?
Goof: Cassidy and altermere Yan Lin combine their powers to freeze Irma and Hay Lin to the wall. When the freezing occurs, Cassidy is temporarily absent, then she reappears as though she didn't move.
Goof: When the dragon unleashes his fire before Irma and Hay Lin fend him off, Taranee's glasses are missing.
Taranee (dodging flying sword): Could be worse. Could be a butterfly net. That would just be humiliating.
Nerissa: Fools! The Heart of Earth, it's power has been siphoned.
Shagon: And you'll never guess by who.
Will: You so freak me out with that "old habits" thing.
Shagon: Old habits, new tricks. Guess I'm hard-wired from Shagon-morph but now I control the on-off switch. I'm still Matt inside and I don't feel hate, just Lilian power.
Will: (sarcastically) You're like a Guardian.
Shagon: I know. Are we like perfect for each other or what?
Harold: Hi, honey. Anything exciting happen?
Cornelia: Nah. Just the usual.
Napoleon: Purr, purr, purr, purr, purr...
Taranee: The cat talks?
Napoleon: No, Ricky Rodent over there's a ventriloquist.
Napoleon: And they all lived happily ever after... So, any tuna in the house?
Cornelia: This isn't a comic book, it's a fairy tale.
Lilian: And fairy tales don't have "super-growth power".
Matt: Excuse me. Beanstalk…?
Irma: By this, do you mean us spontaneously going Guardian, or the Hale's apartment spontaneously going medieval, or say the world's spontaneously going kingsize?
Will: Eh... D! All of the above?
Cornelia: Nice try, Nerissa. But even a mouse can see I'm better looking than that.
Nerissa (deglamouring): Then perhaps I'd better change…
Cornelia: Wow, I'm still better looking! The Guardian makeover: just not working. The dried-prune look was so much more you.
Brenda: What is all that unearthly commotion?
Marco (yawning): Dragon attacking the castle...
Brenda: Well, come inside! You know how you scorch.
Will: What the heck's Cornelia thinking?!
Irma: Newsflash! Cornelia never thinks!
Lilian: Uh, what's the name of my Kingdom?
Lilian: Wow! Big Kingdom…
Marco: Brenda, I just had the weirdest dream! We were living in a castle, and…
Brenda: Go back to sleep, Marco, or you'll be living in a motel.
Hero Debut: Lilian Hale (Heart of Earth) and the Three Regents of Earth: Matt (in Shagon form), Mr. Huggles (Khor), and Napoleon (a feline version of Khor)
Before the US premiere on November 11, 2006 on Toon Disney, this episode aired in the U.K on October 31, 2006 as part of a special W.I.T.C.H. Halloween marathon on Jetix.
Irma: Fee Fi Fo Fum! I think Nerissa's so gonna be bummed!
The words "Fee Fi Fo Fum!" are said by the Giant in Jack and the Beanstalk, a fairytale also mentioned by Matt Olsen in this episode.
The characters of Brenda and Marco in this episode are a tribute to Margot and Brendan from the episode "Awakening, Part 3" of Gargoyles. Voice actor Pat Fraley played both Brendan on Gargoyles and Marco on W.I.T.C.H.