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How to Found a Pound is the second episode of the Pound Puppies TV Series. The Pound Puppies tell their story of how Holly's Puppy Pound came to be and how they met Katrina Stoneheart for the first time.

How to Found a Pound
Title Screen for How to Found a Pound
Title Screen for How to Found a Pound

Season Number/Episode Number

Season 1/Episode 2


September 20th, 1986


Earl Kress and Tom Ruegger


Arthur Davis, Don Lusk, Carl Urbano, Rudy Zamora, and Ray Patterson

Guest Star

June Lockhart


Cooler, Nose Marie, and Shaky

Cooler and Nose Marie discover Shaky in their boat

It was nighttime and Cooler and Nose Marie are on a date. Nose Marie insisted that she gives Cooler a kiss but Cooler objects, knowing that "kissing a dog will give you germs." Their date is interrupted when Cooler finds a bag with a puppy inside. The puppy's name is Shaky. Nose Marie and Cooler took Shaky to Holly's Puppy Pound.

Cooler and Shaky

Cooler tells Shaky his story.

It was then that the Pound Puppies and Holly learned that Shaky has been abandoned by his former owners and Shaky is too afraid to go near a human. Cooler then tells Shaky a story to assure him that not all humans are bad.

Cooler's Story

Millicent and Cooler

Millicent saves Cooler's life

Before the Pound Puppies got started, Cooler was a stray dog with no home and no loving family. It was then that Cooler was rescued by an kind-hearted old woman named Millicent Trueblood. Millicent Trueblood even named him Cooler. She told Cooler that she can understand animals thanks to Puppy Power. Millicent also gave him a jacket as a present.

Howler and the bulldogs

Howler is chased by a group of bulldogs.

While Cooler was reading a book, a snowball hits him. When Cooler looks outside, he sees his old friend Howler being chased by a group of bulldogs throwing snowballs at him. Cooler stopped the bulldogs and asked them why they were chasing Howler. The bulldogs explained to Cooler that Howler was invading their home. Cooler then points to their home, a garbage can, being taken away by a garbage truck.

Howler the Maid

Howler in his maid costume.

Cooler gets an idea that Howler and the bulldogs should stay with him at Millicent's house, although Howler was suspicious of Cooler's idea because whenever Cooler thinks up of an idea, something embarrassing happens to him. Back at Millicent's house, Cooler sees Millicent washing the dishes and insists that Millicent should have a maid. He introduces Howler(in a maid costume) and a group of dogs to Millicent and Millicent decides to let them stay. All was peaches and cream for Cooler and the other dogs until Katrina Stoneheart arrives at Millicent's house. Katrina warns Millicent that she must get rid of the dogs or else.

Cooler and Nose Marie

Cooler saves Nose Marie's life

On a bridge, Cooler thought long and hard about an idea on how Cooler and the others should stay. Suddenly, Cooler heard a scream. He sees Nose Marie being chased by a couple of cats. Cooler then saves Nose Marie by distracting the cats and leading them to jump off the bridge and into the water. Nose Marie, who is lovestruck, introduces herself to Cooler and thanked him for saving her life.

Puppy Pound

Millie's Puppy Pound is open for business!

It was that moment that when Nose Marie said "You send my heart a-pounding!", Cooler gets an idea that Millicent should open up a puppy pound. Nose Marie then falls in love with Cooler and went with him back to Millicent's house. The next day, Millicent's Puppy Pound starts its grand opening and all the other dogs who stayed at Millicent's house are adopted. Then, Bright Eyes and Whopper arrived at the puppy pound. Millicent was happy that she opened the pound with the help of the Pound Puppies and Holly. However, the celebration is ruined by Katrina Stoneheart, who tells Millicent that she'll do what it takes to close down the pound.

Millie&#039;s Grave

In memory of Millicent Trueblood (1885-1986)

Millicent tells off Katrina by stating that Katrina won't get her hands on the pound as long as she lives. Sadly, Millicent was strucked with a terrible illness that is uncurable. The Pound Puppies were saddened by the news and stood by her bedside. Millicent assures the Pound Puppies that even though she won't be with them, she'll always watch over them. At age 101, Millicent Trueblood died.

Cooler&#039;s dream

"When there's a will, there's a way..."

The Pound Puppies and Holly were depressed that they have lost a good friend. But, Katrina Stoneheart, along with her daughter Brattina and Catgut, came to Millicent's Puppy Pound to tell them that she will finally have the pound. That night, Cooler had a dream that Millicent tells him that "when there's a will, there's a way" and gets an idea that the Pound Puppies should search for Millicent's house to find the will. They searched high and low for the will, but to no avail.

Millie&#039;s will

Jackpot! The Pound Puppies and Holly found the will

The next day, Katrina, Brattina, and Catgut are brought before an attorney to see who will get Millicent's house and the puppy pound. Back at Millicent's house, it seems that all hope is lost for the Pound Puppies until Holly arrives. Holly reveals to the Pound Puppies that Millicent has hidden the will inside a safe behind a picture. Back at the attorney's office, the attorney was about to finish his reading to see if Katrina gets the pound when the Pound Puppies rushed in with the will.

Holly and the Pound Puppies 3

The Pound Puppies thanked Holly for helping them find the will

The attorney read the will. The Pound Puppies were saddened that Katrina got Millicent's house. However, the Pound Puppies were delighted to hear that Holly is the rightful owner of Millicent's Puppy Pound. Katrina Stoneheart, Brattina, and Catgut cried in defeat.


Cooler and Nose Marie kiss


After the story is finished, Shaky was glad to hear that not all humans are bad. Nose Marie then tells Cooler that they forgot to kiss. Cooler moves out of the way and Howler gets kissed, surprising him and causing him to faint. Knowing that her aim is off, Nose Marie then kisses Cooler, in which she says "Bullseye!" and laughs after Cooler faints.


How to Found a Pound

Voice Cast for How to Found a Pound

Voice Actors Roles
Adrienne Alexander Brattina
Steve Bulen Attorney
Ruth Buzzi Nose Marie
Pat Carroll Katrina Stoneheart
Nancy Cartwright Bright Eyes
Brian Cummings Bulldog 1
Ami Foster Holly
Dan Gilvezan Cooler
June Lockhart Millicent Trueblood
Robert Morse(Bobby Morse) Howler
BJ Ward Whopper
Frank Welker

Catgut/Bulldog 2

Patric Zimmerman Shaky


For a few minutes, Cooler's jacket is colored green instead of blue.

When the Reader of the Will was about to announce the owner of the puppy pound and the Pound Puppy gang, Bright Eyes' eyes turn from blue to black.

Whopper appears a scene after the first commercial break, but Whopper isn't supposed to appear until after Howler looks at the doghouse blueprints.


Millicent Trueblood is never mention nor seen again for the remainder of the TV series.

This episode marks the debut of Puppy Power: a magical power possessed by people with pure hearts to communicate with animals. Not to be confused with Scappy Doo's(A character from the Scooby-Doo franchise) battle cry "Puppy Power!"

Up until the moment when Millicent gives Cooler his jacket during the flashback sequence, this is the first time Cooler is seen without his jacket on.

This is the first episode written by Earl Kress, who is known as the writer for TV shows such as Bill Cosby's Fat Albert and the Cosby Kids and the 1981 Disney movie, The Fox and the Hound before his death on September 19th, 2011.

June Lockhart, the voice of Millicent Trueblood, was known for her roles including Maureen Robinson in Lost in Space.

Patric Zimmerman, the voice of Shaky, was known as the voice of Elroy Jetson in the 1990 film The Jetsons and  as the English voice of Revolver Ocelot in the Metal Gear Solid video games.

Do you think there should be a statue dedicated to Millicent Trueblood at Holly's Puppy Pound if the TV Series is remade?

The poll was created at 14:36 on October 10, 2012, and so far 26 people voted.