Imagination Companions, A Foster's Home for Imaginary Friends Wiki
Imagination Companions, A Foster's Home for Imaginary Friends Wiki
Duchess of Wails
Season 3, Episode 5
Episode name pun on: Princess of Wales
Title card - Duchess of Wails.png
Airdate: September 23, 2005
Director: Craig McCracken
See also
Foster's Episodes
"Imposter's Home for Um... Make 'Em Up Pals"
"Foster's Goes to Europe"

"Duchess of Wails" is the fifth episode in Season 3 of Foster's Home for Imaginary Friends. It was aired on September 23, 2005.


SPOILER: Plot details follow.

Foster's is finally able to get rid of Duchess when she is adopted, much to the delight of everyone in the house. However, the family that adopted her turns out to be Mac's neighbors and Duchess' loud and incessant complaining gets to be too much for Mac's mother to handle. Terrence tells Mac that she is thinking about moving to Singapore (which Terrence thinks is in Wisconsin.) Mac and Bloo attempt to frame Duchess by wrecking up her owner's home, but this only makes them love her more. They decide that they must bring her back to Foster's, but are prevented from doing so when Terrence warns of their arrival. In the end however, Terrence's plan fails when the Foster's residents learn about Mac moving and agree to take Duchess back, at the cost of now making Mac and Bloo Duchess' personal butlers.

Spoilers end here.


This episode received negative reviews by Critics and Fans alike, mainly due to Duchess's poor behavior to the Foster Residents, Mac and Bloo unfairly getting mistreated, the Foster Residents believing Terrence, the very dark climax and the completely unfair ending.


  • This is Duchess' first appearance in Season 3, and is also her biggest role.
  • Duchess calls Mac and Bloo "Blinky and Clyde," two names of the ghosts in Pac-Man.
  • The Foster's motto says "Any friend who enters through this door we will house and nurture forever more" but the word "nurture" is misspelled as "nuture".
  • Mac incorrectly states that Singapore is in Malaysia, as Singapore is an independent country off the coast of the Malay Peninsula.
  • This is the third and last time where we see Duchess and Terrence in an episode together, however their roles are different and they don't team up again.
  • When Mac and Bloo carry Duchess to Foster's and try to get her back inside, she isn't heavy at all, even when Bloo carries her himself. But when they are carrying her to the bathtub at the end of the episode, she is, indeed, heavy.
  • This is the second episode since "House of Bloo's" where we see Mac's mom.
  • Madame Foster in the episode says "Show 'em what's up, Doc!" before carrots are thrown. This is a reference to Bugs Bunny's iconic phrase "What's up, Doc?" and his tendency to eat carrots.
  • The Applebee family bears similarities to The Flanders family from The Simpsons, as Mr. Applebee is very similar to Ned Flanders, due to his appearance and personality. Sally also has a similar appearance to that of Maude Flanders, Ned's deceased wife.
  • Throughout the third half of the episode, the show begins more towards The Lord of the Rings: The Two Towers.
    • Characters and scenes as follows:
      • Terrence enters the door as Aragorn enters Helm's Deep, and speaking to Madame Foster, Frankie, and Mr. Herriman much like Grima Wormtongue.
      • Madame Foster, when she makes her speech to the imaginary friends, her dialogue is part King Theoden and Saruman (including his word "To war!"). When leading the defense, she plays as Aragorn.
      • After Bloo resembles the Eye of Sauron, freezing rain pours as much as the movie's.
      • Eduardo shoots the apple before Madame Foster says "Fire!" resembles one of the Yeomen archers.
      • When Madame Foster orders Wilt to stop them, Wilt plays the role as Legolas.
  • The music that plays while Bloo shows Mac his mittens is the same music that he dances to in "Adoptcalypse Now".
  • During the segment in which Mac and Bloo try to take Duchess back to Foster's and Terrence tries to stop them, Terrence falls in wet cement, and then Mac and Bloo get ahead of him. And yet, he manages to get to Foster's before them.
  • This is the second episode Bloo is at Mac's apartment even though his mother specifically told him not to keep him or to have him live with Mac anymore due to him being eight years old in "House of Bloo's". Bloo later seen visiting Mac's apartment again in "Infernal Slumber" and "The Bride to Beat".
  • Madame Foster references The mythical creature known as the banshee while using it as a derogatory term against Duchess by saying, “What do they got? A boy, a blob and a banshee.” A banshee is a female spirit that screams loudly when Someone is about to die. This term is almost fitting considering the fact that throughout the episode, Duchess emits loud screams that closely resemble the wail of a banshee.