The City of Townsville is under siege by a three-headed monster. Though the girls are quick to dispatch the offending beast, Blossom gets mad at Buttercup for disobeying her; Buttercup denies throwing the beast so hard at Blossom that it results in unnecessary collateral damage to buildings in the area. Buttercup comes to think that Blossom is bossing her around. Their bickering upsets Bubbles, just as the girls' other activities are being remotely monitored by a force embittered by their otherwise heroic acts. A sinister demon named HIM, upset at the girls' knack for victory against evil, as well as their passion to oppose it, sickens and disheartens him so much that he hatches his own scheme; exploiting Bubbles' sadness and naiveté.
Back home, Blossom and Buttercup continue their feuding while Bubbles shelters herself away in her room... not knowing the evil watching her. HIM grabs his microphone and speaks to her, posing as the voice of Octi, Bubbles' stuffed octopus doll. As he talks to her, he suggests his own opinions, including that Blossom is too bossy for her own good and that Buttercup should be leading the forces that are the Powerpuff Girls. The next day, when trouble arises from another giant monster resembling a turtle, Blossom orders Bubbles to leave Octi behind, but HIM convinces her into challenging Blossom's authority and leadership style. Subsequently after seeing an attack pattern fail, Bubbles suggests to Buttercup that she should not follow Blossom's instructions per "Octi"'s suggestions. Having earned her trust, he turns the girls against each other, forcing his opinions over Bubbles'. This unfortunately leads to an impetuous act of insubordination involving the destruction of a nearby water tower, the near-death of a senior citizen with limited mobility, and the somewhat reckless defeat of the monster.
That night, Blossom and Buttercup's disputes over reckless behavior and allegedly poor leadership erupt into physical combat, only to be quelled by the angry Professor giving them a warning. Meanwhile, Bubbles is brought to more tears until HIM reveals himself. He reveals to her that Blossom and Buttercup's fighting resulted from her naiveté; not only does she believe that her toys could really talk, but she is willing to obey whatever instructions they provide. This revelation of exploitation fuels Bubbles' pursuit of HIM as he is destroying Townsville, only to be immobilized. Upon hearing Bubbles' cries for help, Blossom and Buttercup dart into the city to help, but they are stalled by the hostility between them. It is not until they hear their sister cry out in distress that they put aside their differences and rescue her, restoring the peace between them and destroying HIM. The girls eventually conclude that as often as internal differences may arise between each other, they should not get so bad that it interferes with their mission, even if it means that Bubbles is there to remind them of that.
A three-headed monster which appears in the beginning of this episode resembles Hydra, a snake-like mythical creature with multiple heads.
This is the only episode where Octi's facial expression changes, which is a wicked smile when HIM takes over it and begins destroying Townsville as opposite to its "lazy" smile.
This is the first appearance of HIM. This is also the first time that he uses Bubbles for his own personal gain. The second time this happened being later in All Chalked Up.
This is one of the few episodes where the girls turn against each other. The other being in A Very Special Blossom.
By date of episode's release, this is the first time that Blossom and Buttercup argue, but chronically, it is the second, the first time being the 2002 movie.
This is the first episode to have Octi's name in the episode title. The second being Octi-Gone.
During the fight against Octi, the sides of Blossom and Buttercup's heads are seen as they face each other.
The girls don't fight Him, but indirectly defeat him by their love as sisters.
There is a "Powerpuff Girls Z" episode called "It's All Because of Him" with somewhat the same plot.
HIM's plans are similar to the devil's plan: to tempt everyone into chaos and evil, exploiting weaknesses to destroy lives and turn others from God.
This further implies that HIM is the devil in the show.
This episode never explains how Bubbles gets Octi back.
Errors[]
After Bubbles is taken away with Octi, Blossom appears to be in the bedroom but is oblivious to Bubbles being taken away.
When Blossom and Buttercup are telling each other to shut up, they're speaking in one another's voices.
As Bubbles said "You're-", her mouth doesn't move as she continued and said "Him!".
Season 1:Monkey See, Doggie Do • Mommy Fearest • Insect Inside • Powerpuff Bluff • Octi Evil • Geshundfight • Buttercrush • Fuzzy Logic • Boogie Frights • Abracadaver • Telephonies • Tough Love • Major Competition • Mr. Mojo's Rising • Paste Makes Waste • Ice Sore • Bubblevicious • The Bare Facts • Cat Man Do • Impeach Fuzz • Just Another Manic Mojo • Mime for a Change • The Rowdyruff Boys • Uh Oh Dynamo Season 2:Stuck Up, Up and Away • Schoolhouse Rocked • Collect Her • Supper Villain • Birthday Bash • Too Pooped to Puff • Beat Your Greens • Down n' Dirty • Dream Scheme • You Snooze You Lose • Slave the Day • Los Dos Mojos • A Very Special Blossom • Daylight Savings • Mo Job • Pet Feud • Imaginary Fiend • Cootie Gras • The Powerpuff Girls Best Rainy Day Adventure Ever • Just Desserts • Twisted Sister • Cover Up • Speed Demon • Mojo Jonesin • Something's a Ms. • Slumbering with the Enemy Season 3:Fallen Arches • The Mane Event • Town and Out • Child Fearing • Criss Cross Crisis • Bubblevision • Bought and Scold • Gettin' Twiggy With It • Cop Out • Three Girls and a Monster • Monkey See, Doggy Two • Jewel of the Aisle • Super Zeroes • Candy Is Dandy • Catastrophe • Hot Air Buffoon • Ploys R' Us • The Headsucker's Moxy • Equal Fights • Powerprof. • Moral Decay • Meet the Beat Alls • Helter Shelter • Power Lunch Season 4:Film Flam • All Chalked Up • Get Back Jojo • Him Diddle Riddle • Super Friends • Members Only • Nano of the North • Stray Bullet • Forced Kin • Knock It Off Season 5:Keen on Keane • Not So Awesome Blossom • Power-Noia • Monstra-City • Shut the Pup Up • Toast of the Town • Divide and Conquer • Burglar Alarmed • Shotgun Wedding • Save Mojo • Substitute Creature • The Boys Are Back in Town • See Me, Feel Me, Gnomey • Pee Pee G's • Boy Toys • Seed No Evil • The City of Clipsville • Lying Around the House • Bubble Boy • A Documentary • Girls Gone Mild • Curses • Bang for Your Buck • Silent Treatment • Sweet 'n' Sour Season 6:Prime Mates • Coupe D'Etat • Makes Zen to Me • Say Uncle • Reeking Havoc • Live & Let Dynamo • Mo' Linguish • Oops, I Did It Again • A Made Up Story • Little Miss Interprets • Night Mayor • Custody Battle • The City of Nutsville • Aspirations • That's Not My Baby • Simian Says • Sun Scream • The City of Frownsville • West in Pieces • Crazy Mixed Up Puffs • Mizzen in Action • Roughing It Up • What's the Big Idea? • Nuthin' Special • Neighbor Hood • I See a Funny Cartoon in Your Future • Octi-Gone Reboot: