Underdog breaks out of the phone booth, and hears the cries for help again. Underdog flies to the lady, who tells him that her little boy has been accidentally locked in a bank vault. With only this information, Underdog flies off toward the bank. He reaches a bank, crashes in, much to the shock of the occupants, and then proceeds to rip open the giant door to the vault. The bank president blows up at Underdog, saying that he's got the wrong bank! So, Underdog flies to the correct bank, and attempts to rescue the boy. But at first, nothing he tries works. He crashes through the vault door, only to crash through the whole building and the one next door as well. He tries using his X-ray vision to locate the boy, but instead, starts a fire! All the people in the bank are in a panic now! Underdog uses his atomic breath to blow out the fire, and in the process, blows virtually the whole building away! But at least the mother's little boy is found all safe and sound.

An army of giant robots take over the city and capture Polly. Underdog foils the monsters by using his high-pitched voice to destroy the robots' electronic brains. The robots aren't the only thing destroyed, but so is all of the city's glassware.

Simon, a mad scientist, creates a camera. This is not some ordinary camera however. When he takes someone's picture, the freezes them in the photograph!

Simon Bar Sinister creates a new super weapon: the Go-Snow Gun. The gun freezes people, turning them into snow people. Simon and his Henchman Cad take over the First National Bank, holding the bank President, his staff and customers prisoner.

After Simon and Cad turn the bank president, his staff and customers into snow people, they rob the bank of all its assets. Then they crash a party at a mansion, turn the band into snowmen and rob the guests there. Later, after sneaking into Simon's lab, Sweet Polly Purebred is captured by the two villains. Simon prepares to make Polly his loveliest snow woman.

Capturing Polly in their lab, Simon and Cad are about ready to turn her into a snow woman. But then, Cad comes up with an even more insidious plot: he suggests Polly broadcast an ultimatum to the city: either turn total control of the city over to Simon Bar Sinister and Cad within 24 hours or be frozen to death. Intrigued by his henchman's plan, the two villains take the TV reporter to the center of the city and force her to broadcast his ultimatum. Underdog arrives at the scene to stop Simon, but is frozen solid by the Go Snow Gun.

Simon has frozen poor Underdog solid. All efforts to defrost Underdog fail. Somehow, Underdog defrosts himself and immediately flies around Simon and Cad so fast the two villains get dizzy. They fall down unconscious and are turned over to the law. Underdog then rescues the frozen people by using his super-hot atomic breath, defrosting them all in seconds. The episode ends with a group of people on the street saying "It's a plane," "It's a bird," "It's a frog!" & a man saying "A frog?" with Underdog saying: "Not plane, nor bird or even frog, it's just little old me, Underdog." before crashing into a building.

Underdog's double, an evil criminal, plots to steal a priceless diamond after he escapes from prison.

Underdog is having an average day. He foils a bank robbery, rescued Sweet Polly and made himself useful across the world. Meanwhile, a million, million miles away on the planet Zot, King Klobber is upset. It seams that his daughter the princess wants to get married and can't find anyone suitable.

The story of Zot continues with King Klobber searching the galaxy and then the universe for the strongest warrior. They discover Underdog on an insignificant planet named Earth. King Klobber sends a fleet of spaceships to capture underdog and return him to the planet Zot.

As the story of Zot continues King Klobber of Zot sends a spaceship to capture Sweet Polly Purebred. He holds Polly under "The Great Zot", a 10 ton weight. When Underdog arrives to save Polly he agrees to marry the princess if Polly is returned safely to Earth.

The story of Zot concludes, as Underdog and the princess are about to be married. Just at that moment the evil two-headed dragon attacks the city. Underdog defeats the dragon and saves the city. King Klobber grants underdog a favor and he asks to be allowed to return to Earth without marrying his daughter. The King agrees and the princess decides she was in love with the Prime minister of Zot all along and all are happy.

Riff-Raff is no longer Public Enemy No. 1, so he comes up with the ultimate plan: robbing a trainload of gold by distracting Underdog from his duties of protecting the gold on the train.

Riff-Raff's plan goes into action: they kidnap Sweet Polly Purebred, tie her up and put her in a balloon, and set up a bunch of other balloons with record players inside them playing records of Sweet Polly shouting "HELP! HELP!" Once the plan is under way, Riff-Raff's gang heads over to the train station and hold up the stationmaster, and Underdog leaves his post and heads over to the balloons, only to be confused by the record players.

Underdog is still confused and frustrated trying to find Sweet Polly among all the balloons, so far only coming across the record players Riff Raff's gang implanted in the balloons. But then Sweet Polly's balloon springs a leak and is plummeting towards earth toward a hungry alligator. Underdog then finds the real Polly in trouble and saves her from danger. Meanwhile Riff-Raff and his gang take over a railroad station, planning to throw the switch so the gold train Underdog was guarding will collide with another train.

The train full of gold is about to crash into another train, with Riff-Raff's plan going just as he expected. However, Underdog has just rescued Sweet Polly and manages to make it in time, stopping the two trains before a major derailment occurs. Underdog then chases Riff-Raff throughout the station winds up catching Riff-Raff, and all is well once again.

Sweet Polly Purebread boards a ship to travel to a south sea island to investigate the world's biggest monster "Fearo the Ferocious". Go-Go Gophers: Colonel Coyote thinks a book entitled "How to Fight Indians and Win" will help him succeed in capturing Running Board and Ruffled Feathers. Commander McBragg - Dodge City Dodge: The commander tells of the time he cleaned up Dodge City of it's outlaws with the help of a water tower.

After overcoming a mutiny at sea Polly and the gang continue on to the south sea Island to find "Fearo the Ferocious". Upon arriving at the Island Underdog saves the day as he overcomes ferocious dinosaurs.

Reminiscent of the movie King Kong the gang captures "Fearo" and return him to civilization to meet the public in a big television broadcast. But "Fearo" escapes in a rampage, kidnapping Polly in the process. Go Go Gophers - Who's a Dummy?: The colonel tries a tactic from the football playbook and he and the sergeant fail miserably. Commander McBragg - Football By Hex: The commander tells of the time he single-handedly won a football game at his old university.

"Fearo" runs amok and even the Army cannot stop him. Underdog arrives on the scene and battles "Fearo" by tantalizing him with a jungle delicacy.

Simon Bar Sinister is working an a chemical that will shrink the city's citizens to miniature size. Go-Go Gophers - Tapping the Telegraph: General Nuisance returns with a transmission station and 400 troops. His plan is to keep in contact with the fort and coordinate attacks on Running Board and Ruffled Feathers. However, the Indians get a transmitter of their own and block those messages and send their own. Commander McBragg - Rabelasia: The commander relates his story of the time he outwitted the Secret Service and made off with some plans while working as a spy.

Underdog is shrunk by Simon's new evil device and is placed alongside Polly in a birdcage. Luckily, our hero's powers are still useful and they break out of the cage. Seeing that his shrinking of people with his trick flower is taking up too much time, Simon decides to put his shrinking water into a rainmaking machine. Simon and Cad return to the lab only to be tripped up by a trap set by Underdog and Polly. Simon reverses the trap, and catches the pair inside of a rat hole. An army of rats soon corners Polly and Underdog.

Underdog and Polly are trapped in a rat hole, surrounded by a army of rats. Weakened from their run from Simon and Cad, Underdog needs to regain his superpowers with his Energy pill. Polly gives him his pill and our hero soon clobbers the rat army. Leaving the rat hole, Underdog and Polly new mission is to stop the two villains from shrinking everyone with Simon's rainmaking machine. But at this very moment, Simon and Cad have already set up the device- filled with Simon's evil fluid- on a hilltop overlooking the city. The Machine is already operating.

The rainmaking machine has done its evil work; Simon has shrunk everyone to the size of his thumb, even his henchman Cad. Panic soon grips the city. Underdog and Polly arrive with a plan to capture Simon and make him reverse his formula. Underdog and Polly lead the citizens into the backyard of Simon's lab. Using a leaf, a strand of Polly's hair and a spider's web, our hero swings down and- using his makeshift violin- sends the demented scientist softly to dreamland. While Simon sleeps, Underdog grabs a hold of the shrinking water bottle and pours enough of the solution to shrink Simon to the size of a flea. When Simon wakes up, he tickled by Underdog and Polly until he gives up the antidote. Soon, everyone is back to his or her normal size and Simon and Cad are turned over to the law.

Far beneath the sea in the kingdom of Maldemare, the Empress scorns the Emperor for not taking over the surface dwellers. He informs her that he has 3 of his top scientist working on the problem. The first demonstrates his volcano machine which erupts, but Underdog quickly puts out its spew. His failure provokes the Empress to have him thrown into the giant clam. The second scientist demonstrates an earthquake machine, which, again is defeated by Underdog. He too is thrown to the giant clam. The final scientist has the Emperor and Empress observe his Tidal Wave Machine, which begins to churn under the sea, gradually and eventually causing a giant tidal wave. The Empress instructs him to turn it on. And they wait for the needle to reach the tidal wave point.

The Emperor and Empress of Maldamere have a scientist who has created a tidal wave making machine, and plan to use it to destroy the surface world. Concerned about the giant waves that are threatening the world, Sweet Polly Purebred and Professor Moby Ahab- a noted oceanographer- head for the South Seas to investigate. But their trip to the South Seas are being watched by the evil monarchs of Maldamere. The Empress orders the release of her army of giant whales to stop Polly and the Professor. Seeing the attack, Polly calls for Underdog who foils the whale attack. Angered, but not willing to admit defeat, the Empress orders her guards to capture Polly and the Professor in their submarine. The very moment that their bathysphere reaches the ocean's bottom, Polly sees a strange and horrifying sight.

After being captured by the evil monarchs of Maldemare, Polly and the Professor are taken in front of them and learn of their evil plan. Polly begins to cry for Underdog but is told that he can't hear her down there. Meanwhile, the Navy who was monitoring the expedition, become worried when they lose contact with the bathysphere and Polly and the Professor. They immediately send a message to Underdog who immediately arrives on the scene. Underdog then goes beneath the sea but is monitored by the Empress. She instructs her guards to release the man-eating sharks. After fighting the sharks, Underdog is then grabbed by the 'guard', a giant octopus. Weaken by his fight with the sharks, and almost out of air, he is succumbed and taken to the city where he is thrown into the giant clam with Polly and the professor.

Trapped inside of the giant clam, it looks like the end of Underdog and his friends. Polly remembers to give Underdog his super energy pill, and he tickles the clam into helpless laughter. The trio to escape, but not unnoticed. The Empress has had enough of Underdog's interference and sends her guards to trap the trio inside an inescapable bubble. The guards shoot their bubble-guns, trapping Underdog and his friends inside a bubble-like cage. Polly hands over her hairpin to our hero, and he pops the bubbles, sending the guards running off in fright. Underdog then heads for the gates of Maldamere, where he bests the giant octopus, destroys the tidal wave making machine and forces The Empress and The Emperor to give up their plans for conquering the surface world. Having achieved victory, Underdog returns Polly and Professor Moby Ahab to their ship.

O.J. Skweez comes to Sweet Polly Purebred with news about the Hopeless Diamond being worn at a party. Knowing that some crook is going to steal it, O.J. suggests that Polly will go to the party disguised as a waitress so she gets the first report of the theft. Meanwhile, Riff Raff also gets the news and plans to do the same thing exactly - disguise as a waiter to steal the diamond. Someone also gives Shoeshine Boy the news, telling him that he will have lots of shoes to shine at the party, although, Shoeshine Boy decides to go knowing there will be danger that will call for Underdog. At the party, Riff Raff unfortunately reveals himself when he runs into Polly. He takes Polly to the kitchen and decides to replace the Hopeless Diamond with ice. The lady who wears the diamond freaks out which sends in Underdog, who tells her that her diamond is actually ice. Meanwhile, Riff Raff (and his henchman Mooch) puts Polly in a car and rolls her downward.

Things looked bad for Polly, who's speeding down a car downward on a slope, and a wheel on the car even comes off. Fortunately, Underdog flies down and saves her just as the car falls off the cliff. After dealing with Polly, Underdog announces on the TV news that Riff Raff has the diamond. Enraged, Riff Raff thinks of a way to make sure Underdog doesn't bother him again. Later, Underdog finds signs that lead to Riff Raff's hideout, but in reality, he is lured inside a cave that starts eroding inside when Mooch blows it up. Meanwhile, Riff Raff is looking for an Underdog impersonator. He finds one named Tap Tap who is entirely perfect. Tap Tap and Riff Raff rob the bank, much to everyone's surprise when they see "Underdog" doing a crime.

Tap Tap, disguised as Underdog, has been going all over the place committing crimes. After stealing the mayor's cigars, he goes back to the hideout of Riff Raff and begins to cut the Hopeless Diamond into pieces. Meanwhile, the real Underdog escapes the cave he is trapped in and flies back to town, where he gets shot at everywhere. Underdog is naturally confused, so he visits the mayor who is mad at him for stealing his cigars. Underdog visits the last person who is sure trusts him, Sweet Polly Purebred. Unfortunately, she too doesn't believe him and is upset at Underdog's actions, and he is taken away to jail, much to Underdog's shock.

Underdog is so helpless in jail, that he began to believe that he really did do those crimes. Back at Riff Raff's hideout, Tap Tap has trouble cutting the diamond. Even with the biggest hammer that chops the table, the diamond is still in one piece. Tap Tap figures someone with the strength of a thousand men could chop the diamond. Riff Raff remembers Underdog, and believes that since no one has hope with him anymore, he can join his evil team. They dig a hole to Underdog's cell and tell him the deed after Riff Raff explains that Underdog didn't actually commit those crimes, which hopeless Underdog accepts. However, when they make it to the hideout, Underdog takes the diamond and turns Riff Raff, Mooch, and Tap Tap to the law, finally proving his innocence to everybody. Everyone, including Sweet Polly Purebred is relieved that Underdog is still a hero and apologize to him after Underdog proves to everybody that he didn't commit those crimes.

After Polly's plane crashes, Polly asks Underdog to pick some flowers while she waits under a tree she thinks is friendly. But the 'friendly' tree turns out to be the witch of Pickyoon. As Polly tries to scream the witch gags her and takes her to her castle. Underdog is at a loss to where Polly is.

The witch gives Polly a potion that puts her to sleep for a thousand years, and states that only a kiss from a hero will break the spell. Meanwhile, Underdog asks the natives of Pickyoon who speak in whispers due to fear of the witch, where he can find Polly. They inform him that she must have been taken by the witch. Underdog heads to the castle to find Polly asleep and insists the witch wake her. She tells him that he must do things for her first. To confirm how strong he really is, she has him go to an arena and fight her 'pets'. After finishing off all the creatures, he again insists she wake Polly. But the witch says she will only do it if he completes 3 tasks.

The witch reveals to Underdog the 3 tasks he must do before she awakes Polly. The first task, she tells him that the land is so dry and she wants him to steal the water from other lands to make Pickyoon greener. Overhearing this, the townspeople say that if he steals water, he will be as wicked as the witch. Instead, he decides to burrow down deep into the ground until he hits water and gushes plenty out to make the land green. For the second task, the witch instructs Underdog to make her land the richest by stealing the wealth of other lands. Instead, he goes to the nearest coal company and using his bare hands forms the coal into diamonds and then sends a truckload to the witch. The final task the witch asks for, is that Underdog leads an army to take over all the world.

Underdog defeats the witch and breaks the curse.

Simon is trying out his latest evil invention, the weather making machine. This dangerous device creates artificial storms and other natural disasters which Simon hopes to use for his own plans of world conquest. But it is not without faults; the weather machine's powers are uncontrollable near itself, that is, Simon's Lab. Cad comes up with an idea: why not use the machine from another spot not on the Earth. Intrigued by this idea and the fact that Sweet Polly Purebred and two astronauts are heading for a moon expedition, Simon and Cad head for Cape Carnival and take over the spaceship and capture Polly. The trio head for the moon with Simon's diabolical weather machine.

Simon and Cad take over the spaceship heading for the moon, taking Polly prisoner. Sensing the danger, General Brainley calls for Underdog. In space, Polly tries to stop Simon, but only succeeds in being tied up. Reaching the Moon, Simon and Cad set their machine. Simon tells General Brainley that unless the leaders of the world turn their power over to him with the next few hours, Simon will unleash his first terrifying storm upon the earth.

Simon Bar Sinister and Cad have reached the Moon and sent their ultimatum to General Brainley and to the world's leaders. Unless the world's leaders turn over their powers to Simon with the next few hours, he will destroy the earth with a artificially created storm from his Weather Machine. The General and the world leaders refuse to give in to Simon's demands. Seeing that they need a demonstration of his power, Simon sends a little sample. Simon's attempts to attack The Pentagon fail because Underdog is able to thwart the storms. Simon decides that he'll press every key on his weather machine to sends numerous storms to earth, destroying everyone and everything in one big storm.

Seeing that Simon can destroy the earth by using all of the artificially created storms at once, General Brainley convinces the leaders of the world that they have no choice but to surrender to Simon. But Underdog will not allow this villain to get away with his mad scheme. He takes his super energy pill and then he spins around at top speed until he becomes invisible and flies right to the moon. Once there, he confuses Simon and Cad, and they start fighting. They end up knocking each other unconscious. Underdog frees Polly, destroys the weather machine and returns Polly, the spaceship and the two villains to earth.

It is the day of the National Olympics, and Sweet Polly Purebred is there reporting the news to the people there and the TV watchers. The first event is the broad jumping contest. One of the contestants jumps, but keeps soaring high and high into the air. Everyone is amazed, but the same thing happens with weightlifter and the pole vault jumper. As a result of these strange incidents, the Olympics are cancelled and scientists get to work getting to the bottom of the incidents. Professor Bruno Heimerdown comes to the conclusion that the phenomenon might have to do with the new planet they recently discovered. General Ricketts has a meeting at the White House that they have to go to the planet and see what's on it, as it might wipe out Earth, and only Underdog is the strongest person to do so.

Underdog arrives at the White House right as the representatives are planning for his trip, writing that it will take 14 years to get to the planet and also that Underdog needs lots of equipment. Polly arrives and wants to go with Underdog to get a report of the story, and despite Underdog telling her it's dangerous, she still goes. Underdog blasts off and gets to the planet flying at lightning speed. He and Polly get ready to eat, when all of a sudden two metallic men use their magnetic powers to take all of their supplies to start eating them. Underdog tries to fight them but fails, and he and Polly get stuck to one huge magnet.

The Magnet Men tell Polly and Underdog, who are still stuck to what is their great gravity gun, that they are hungry and want to eat metal. As a result, they are forced to go back to Earth and to tell everyone to give everything they have metal to them within 24 hours, or else the men will use the gun to pull the Earth away from the sun. They have no choice but to do what they say. However, no one believes Polly's announcement on television, and so everyone in town mobs her studio. Even Professor Bruno Heimerdown doesn't believe them. Polly and Underdog fear they have no choice but to face the Earth's destruction.

After the 24th hour passes, the Magnet Men switches on their gravity gun which moves the Earth from its place and far from the sun. Not only do buildings and boats tip over, but water freezes and it starts snowing. Underdog and Polly realize that the reason why the gun attracted them were because of Underdog's metal ring and Polly's metal bracelet. Underdog flies back to the magnet planet without his ring and successfully fights the Magnet Men, destroying them and the gun. He manages to get the Earth back to its place in the sun and all's well that end's well.

Underdog is requested to deliver gold bricks from the bank to an undisclosed location. But Riff Raff and his henchman Mooch disguise themselves as toll guards and surreptitiously steal the gold. When Underdog gets to the secret location, the gold bricks are gone and Underdog is placed under arrest for grand larceny.

Unwilling to believe that Underdog is guilty of stealing the gold, Polly decides to try and find the real crooks. Her investigations lead her to an old, run down house in the countryside. An old Civil War hermit warns the reporter that ghosts haunt the old house. Polly refuses to believe in such nonsense and heads for the old house to continue with her investigations. Polly enters the house and she meets a group of hideous specters. One leads her into a doorway that is actually an entrance into a bottomless pit. Our heroine falls in. In the meantime, Underdog has his day in court, and is found guilty. The judge sentences our hero to twenty years in prison.

A ghost tricks Polly into entering a bottomless pit. The old haunted house is actually a hideout for Riff Raff and Mooch. The two villains use a combination audio and video devices to create the ghosts and other supernatural horrors to scare away nosey visitors from their hideout. Underdog- sentenced to twenty years for his reputed participation in the theft of the gold- hears Polly's calls for help from the phony haunted house. He escapes from jail and heads for the old house and saves the Polly from the bottomless pit. While searching the old house, the pair find Riff Raff's phony ghost machines and his red paint cans. Underdog now knows who is behind the theft of the gold bricks and heads for the state line to stop the two crooks.

Finally realizing that Riff Raff and Mooch are really the crooks behind the theft of the bank's gold, Underdog goes after the pair. No matter what they try, Riff Raff and Mooch can't stop Underdog. He cleans off the gold bricks and returns them to the banking officials and then turns Riff Raff and Mooch over to the law.

Sweet Polly Purebred calls on Underdog to remind him that it's his birthday, and that she plans to give him a party. Meanwhile, the curator in London wishes to loan the famous Excalibur Sword Collection to the San Francisco Museum. Fearing that someone will steal try to steal it, they send a message to Underdog for his assistance to guard the collection. While en route via train, Riff Raff and his gang attempt to steal the sword collection by derailing the train. When the train wrecks, Underdog engages Riff in a duel with the sword collection that was scattered from the wreck. Riff and the gang flee and Underdog attempts to put the train back on the track but seems to be in pain from his back. An ambulance is rushed to the site.

While Underdog is in the hospital for his pain that puzzles the doctors, word of his plight reaches Riff Raff who sees this as an opportunity to steal the Excalibur Sword Collection that is being shown in the San Francisco museum. As night falls on the museum, Riff and his henchman, Mooch, emerge from being hiding in medieval costumes. When Riff lifts the casing to the Excalibur collection, he trips an alarm and the police come. Riff and Mooch defeat the police by landing a chandelier on the police when they gather in the center of the room to trap him. They then steal the Excalibur Sword collection.

In order to take the swords out of the country, Riff Raff hides them in candles. Meanwhile, Sweet Polly decides to throw a birthday party for Underdog in the hospital. When she goes to get candles, she discovers Riff Raff. He puts her on the candle assembly line, headed for the wick cutter.

Withstanding his pain, Underdog saves Sweet Polly and captures Riff Raff, recovering the Excalibur Swords. However, one of the swords is missing. After an intense search, the missing sword turns out to be behind Underdog's cape- which solves the pain mystery. Polly and the doctors then sing a rousing rendition of "Happy Birthday" to our hero... and he blows out the candles on his cake, and some of the icing lands on the caretakers' faces.

When crops from all over begin to disappear, Sweet Polly decides to visit the location of the disappearances. She falls into a hole and lands underground. There she is met with King Mange, who explains that he and his men have been stealing the crops to weaken the surface dwellers so that they can conquer the Earth. Polly tells them that Underdog will stop them, to which King Mange replies that their weapon, the Molehole gun will burrow a hole into anyone, including Underdog.

Upon hearing Polly's cries for help, Underdog races to the her aid by burrowing down into the Earth and reaching the lair of the Mole Men. King Mange unleashes the Mole-hole gun on him, but it only slows him, but does not bore a hole into him. King Mange then aims at his feet and Underdog falls into the craters the gun makes, but still continues his advance. Seeing Underdog punch each of the gun's projectiles away and moving closer, Mange releases the giant ant. Although Underdog fights valiantly, his fight with the Molehole gun weakened him, and finally succumbs to the giant ant. Both he and Polly are placed in a cage with a giant caterpillar, where they are wrapped in a cocoon.

Trapped in a cocoon, Underdog instructs Polly to give him the Underdog super vitamin pill hidden in his ring so that he may regain his powers. Once he takes it, they escape and unravel the cocoon, and Underdog punches the large caterpillar between two stalagmites. King Mange again releases the giant ant. Underdog acts as a matador against the charging giant ant. While Polly is cheering Underdog, a menacing giant spider comes down and grabs her, placing her in its web. Underdog quickly finishes off the giant ant and comes to Polly's aid, but is momentarily caught into the web. Once free, he toys with the spider but the vibration loosens Polly and she falls into the net of the awaiting Mole Men below. As Underdog approaches, King Mange aims the Mole-hole gun at her and tells him to back off or he will bore a hole in her.

Underdog defeats the Mole Men.

King Cup - the evil, spoiled monarch of The Flying Sorcerers' planet - can't get cake that tastes good. So he send his sons Bric and Brac to find a new baking slave. Their efforts are not too successful, since they get slaves from the planets of Zot and of the Magnet Men. Then King Cup sees Polly hosting a TV cooking show on Earth and he knows he has found his new baking slave. The Evil despot sends Bric and Brac to Earth to capture Polly.

Polly is caught by the two royals, but gets off a call to Underdog for help. After seeing his true love being captured by the aliens, Shoeshine Boy runs into a phone booth and becomes Underdog. Bric and Brac use their evil space magic to turn our hero into a basketball, and Underdog is sent bouncing along into a kid's field game.

Polly is brought before King Cup, and he orders Polly to bake five hundred cakes. The cakes are good, but not enough for King Cup and his people. He orders Polly to bake five thousands cakes. She tries to make the cakes in a giant mixing bowl. Because of her fatigue, she falls into the mixing bowl and is coming dangerously close to the blades.

Underdog defeats King Cup.

Simon becomes increasingly frustrated with Underdog always stopping him in his endeavors. Cad suggests that the only way to stop him is if he forgot who he was. So Simon embarks on a quest to create an amnesia weapon. His first attempt which has the victim seated in a chair and have a hammer land on their head works, but Cad reads that the machine's not effective on people with hard heads. So Simon tests it on Cad, and finds the latter was right. Finally, Simon reads about creating a Forget-Me-Net, which, when placed over someone, makes them forget who they are. After successfully trying it on a victim, he then sets out to try it on Underdog.

Simon sets out to lure Underdog so that he can try his Forget-Me-Net on him. First he robs a jewelry store, encouraging the people to call for Underdog. However, our hero is detained fighting a typhoon halfway around the world. Next, Simon holds up a toy store, but again Underdog is busy fighting off pirates. Finally, Simon goes to the television station where Sweet Polly Purebred is finishing her show. He captures her and unless Underdog comes, she will not be seen again.

Underdog finally arrives on the scene to rescue Sweet Polly only to be caught in Simon's Forget-Me-Net. Realizing that if he hears his name he will regain his memory, Simon disguises Underdog as an old lady who sells apples. Cad then escorts the newly persona of Underdog in the streets where people who recognize him are kept at bay. Simon finally has created his large Forget-Me-Net to fulfill his plan to drop it over Washington, D.C.

After completing his giant net to cast over Washington, Simon calls upon Cad to assist in folding the net. Meanwhile, a disguised Underdog meets up on Memory Lane with an amnesia stricken Sweet Polly. Recognizing familiarity of the face, Underdog asks her name which she can't remember. They decide to go through the alphabet and try to guess it. Soon the two discover her name and she regains her memory. She and others attempt to hit Underdog over the head to regain his memory, to no avail. It is only when she says his name does he remember. She then informs him of Simons plan. Underdog races to the plane Simon and Cad are in with the net, and flips it over. He then makes a bag of the Forget-Me-Net and places them both into it and lands them on the ground not knowing who they are.

At the Mid-town Modern Art Muesum, a special showing was being held for the painting "Whistler's Father." As Riff Raff sets out to steal the famous painting, Whistler's Father. To do so, he calls upon the services of many gang hooligans. Each have a specialty. Riff Raff informs the gang that they will be using guerilla warfare tactics to try to rob the painting from the museum.

Riff Raff shows his newly formed gang the tactics of guerilla warfare. Sweet Polly Purebred goes to the museum where Underdog is standing by guarding the Whistler's Father painting. Meanwhile, outside, Riff and the gang are disguised as horses to carry out the first guerilla warfare tactic 'Hit and Run'. As the horses stampede the museum they steal the painting. But Underdog gives chase and catches them at the Finish Line he sets up.

The next plan is camouflage and sabotage. They wreck the museum's equipment and disguise themselves as two columns, a statue and a wastebasket to grab the painting while Underdog is fixing the broken museum equipment, after taking his Super Energy Pill. But Underdog stops them. Riff Raff's last plan might not only work, but he could also find out Underdog's secret identity.

Riff Raff disguises himself as a museum director and hangs a bag of birdseed with a hole in it on Underdog's back. The seeds leave a trail to Shoeshine Boy's apartment. Fortunately, Underdog is able to use his super-speed to fool them into thinking there are 2 different people, and Underdog takes them to the Garbage Bins on a Truck & then gives the man driving the truck to give them away with the rest of the trash & the painting was safe & people looked into the sky & said "It's a Plane," "It's a Bird," "It's a Frog.'" with Underdog saying his famous quote, before crashing into the painting.

One night, in a new scheme, Simon takes Cad to a street corner where he shows him a tricky traffic light control box. On the box are two buttons; one will sound an air raid siren that will send everyone in the city into their homes or air raid shelters. When Simon pushes the second button, it will slam all the doors and windows shut and trap everyone inside thus making the plunder of the city easy. The two fiends leave the scene to prepare for the take over of the city.

The next morning, the pair are stopped by a cop as they head for the street corner to push the buttons on the tricky control box. The cop tells them that it is Thanksgiving Day and the parade will be marching down the streets for hours. Hence, no one is permitted to cross the streets. This doesn't stop Simon. Together, the two villains head back to Simon's basement lab where Simon takes out one of his time bombs. The evil twosome will travel back in time to prevent the Pilgrims of 1621 Plymouth Rock from becoming friendly with the Indians and starting the Thanksgiving tradition. But the two villains are unaware that Sweet Polly Purebred has been following them and she calls for Underdog for help. Sweet Polly and Underdog head for the two villains' basement lab where they find Simon's hidden cache of time bombs in a secret compartment behind a bookcase.

After arriving in 1621, Underdog and Sweet Polly meet the pilgrims, and Underdog proves that they're friendly when he does favors for them. Meanwhile, Simon poses as an Indian medicine man and tricks the Indians into thinking that the pilgrims are attacking them, having Cad fire weapons from behind a tree. After both the Indians' reservation and the pilgrims' settlement are destroyed, Simon and Cad return to the 20th century where the Thanksgiving Day Parade and all the remnants of Thanksgiving are gone. With this interference out of the way, Simon gives his army the signal and the villain's armed forces begin their assault on the city. In the past, Underdog and Polly try to stop the war between the Indians and the Pilgrims, but neither side is willing to stop fighting and apologize.

Underdog defeats Simon.

Armies of ghostlike creatures are stealing all of the Earth's silver. Earth's military forces and the police are powerless to stop these crooks because the creatures disable the authorities' weapons with lightning bolts. One night, one of the silver thieves steals Underdog's silver ring. When he is wakened by the theft, he is shocked by his assailant and left frozen solid.

An electric shock from one of the silver thieves paralyzes Underdog. Everyone in the city tries to revive him, but their efforts fail to bring him back. In desperation, they pour sand on him and somehow the sand brings him back to life. When the citizens tell Underdog about these ghostlike creatures that are stealing the silver, he explains that the crooks are actually Cloudmen from another planet in a distant solar system and that they're stealing the silver in order to give themselves a silver lining. Taking Sweet Polly Purebred in his arms, the pair head for the Cloudmen's planet. There, Underdog tries to fight King Cumulus Regulus and his Cloudmen. But without his ring and his super energy pills, our hero is unable to fight against the electrifying powers of the Cloudmen. Soon both Underdog and Polly are paralyzed.

King Cumulus Regulus and his Cloudmen shock Underdog and Polly into paralyzation and the pair are placed on a conveyor belt, to be melted down and turned into silver powder. The Cloudmen then leave for the planet Earth to steal more silver.

Underdog saves the day

Riff Raff and his mob have tried 9 different crimes in the last month but Underdog stopped them all. So Riff decides to move out West. He leaves the city and takes over a little western town, renaming it "Riffraffville."

With all the crooks in Riffraffville, Underdog does simple things like getting cats out of trees. He falls and his ring gets bent. Sweet Polly Purebred offers to take it to fixed but Underdog reminds her about the energy pill and adds that he be vulnerable without it. Riff invites Polly to come to a dude ranch and grabs her.

Underdog sets out to find Sweet Polly. He looks on a train, in a bank and at a cattle ranch. At the train and bank, his energy is drained by bombs set by Riff's gang. At the ranch, he's run over by the cattle. A cowboy tells Underdog where Polly is, so he flies to Riffraffville with the last of his strength.

A western song plays during this cartoon as Riff Raff challenges Underdog to a gunfight at noon. The townspeople are too scared to help Underdog- it looks like the end- but Sweet Polly frees herself and gives Underdog his ring. He takes his energy pill and beats Riff and his gang giving the people their town back.

After many attempts of trying to take over the world failing, Simon and Cad are out of ideas. However, they spot voting posters all over the place, and that gives Simon the idea to run for dictator so people have to do what he says. He replaces all the posters with himself and goes over to houses trying to get people to vote for him, but they don't want to because of how wicked he is. Simon decides that him and Cad will vote for himself.

Back at his lab, Simon will be sure that he will win even with two votes - by making sure nobody else votes. Simon tries a series of rays on Cad that affect his mood, such as crying and relaxing, but each time Cad whatsoever makes his way to the voting machine and pulls the lever down to vote. Meanwhile, as Underdog tries to lift the Leaning Tower of Pisa when it falls, Sweet Polly Purebred arrives to Underdog the news. At last, Simon has the perfect weapon to make sure no one votes, a ray that tickles with feathers causing Cad to laugh hysterically.

Simon uses his tickle feather machine on some people that cause them to laugh. Sweet Polly notices the strange laughing phenomenon when she interviews voters who just walk by and laugh. Seeing Simon, she goes to tell Underdog who doesn't worry, because there are millions of voters across the country. Simon and Cad realize this as well, and so Simon decides to mass-produce his magical tickling feathers and dump them everywhere, so everybody everywhere laughs endlessly. Once Underdog finishes his business with the Leaning Tower, he flies to the voting booths with Polly where the two villains cast the votes. Simon makes feathers tickle both Polly and Underdog.

With Simon successfully being elected as a dictator, and Underdog not being able to stop him, he demands Cad to bring him a banker, a builder, a baker, and Polly. He gives the four specific orders that they must follow: banker has to give him a lot of money, builder has to build a palace, baker has to make him a meal, and Polly has to put on a TV show for his entertainment. Once Underdog breaks free from the tickling, he goes over to Polly's TV studio and tells her that Simon and Cad weren't registered to vote, so their votes didn't count. As a result, everyone working for Simon takes everything back from him. Underdog bends the tickle gun so when Simon shoots it, he shoots it at himself making him laugh. And Underdog gets rid of all the feathers by blowing them off Earth.

The planet Felina's milk wells have run dry which makes the evil ruler Overcat mad. He and his men go to Earth and steal all the cows. However, they don't know how to get the milk from them so they grab someone who does... Sweet Polly!

Polly tells Overcat about Underdog but he is not worried; he kidnaps her to milk the cows. Polly calls for Underdog. When he gets to Overcat's planet, he is placed in a rubber ball trap that drains his energy. He is taken to help Polly milk the cows.

Polly gives Underdog his energy pill and he beats Overcat's men. Next, Underdog takes Polly and the cows back to earth. Overcat challenges Underdog to a fight for the cows. If Underdog refuses, Overcat will attack Earth.

At first it look like Overcat is going to win. But even though he's as strong as Underdog, he's not fast. Underdog uses his speed to beat Overcat. When the cats kick Overcat out of Felina, Underdog gives them coconut trees so they never run out of milk.

Sinister and Cad invent another evil device they call the Big Dipper, a machine that can dry up all of the world's water supplies. On its first trials, the Big Dipper does little more than flooding Simon's lab. After a few false starts, the Big Dipper is finally ready to destroy the world's water supply and Simon may finally have a means of taking over the world!

Simon and Cad have invented a device to drain off the world's water supply. The pair travels around the world and steal all of the world's water. When Simon steals the Atlantic Ocean, he leaves Underdog stuck in the polluted mud of what was once the Atlantic Ocean.

Simon and Cad have drained the Atlantic Ocean and they've defeated Underdog. They return to the USA where the people are demanding their water back. But Simon says, "Unless You do as Simon says, you'll get no water!" Polly finds it hard to believe that all of the world's waters are in little jars held by Simon. Seeing that the world needs a further demonstration of his machine's awesome power over them, Simon takes out a jar that contains what was once his swimming pool and places it into his machine. He turns it on and fresh clean waters come from the Big Dipper's hose, filling Simon's pool. The people of the world begin to do what Simon Says and it seems as if the mad scientist has won!

Simon has finally forced the people of the city and the world to give him ultimate power. Underdog is still stuck in the polluted mud of what was once the Atlantic Ocean. He swallows a super energy pill from his ring and, regaining his super powers, he flies back to the city and tricks the two villains into giving him all of Simon's jars of water. In retaliation, Simon prepares to destroy the Big Dipper with his pistol. Our hero takes the gun away from Simon and knocks the two villains out. Underdog refills the world's entire waterway, saving the world once again.

The prison warden's chief officer informs him that Riff Raff is assembling a gang and is planning on escaping. They feel that they need to tell Underdog, so they send for Sweet Polly to call for him. When Polly arrives, the chief officer explains what was overheard in the prison from some of the prisoners that Riff has obtained as part of his gang. Polly then calls for Underdog, who, disguised as shoeshine boy, is stalled waiting for a woman to exit the phone booth he needs to change in. Upon hearing that Underdog has been called, Riff makes the decision that his newly formed gang needs to leave immediately, taking with them a disguised little fella. When the gang asks why he needs to be taken along, Riff responds, 'Just in Case.'

As Riff Raff and his newly acquired gang is being pursued by the prison guards, Shoeshine Boy is finally able to change into Underdog and fly to the prison. At the shore of the river, Riff reveals to his gang that he has all the components of the Ghost Ship of Captain Kidd. They begin to start rebuilding the ship. When asked why the disguised little guy isn't helping, Riff responds, 'Just in Case'. Just as Underdog arrives at the bank of the river, Riff and the gang set sail, but Underdog cannot see them in the Ghost Ship. After escaping, Riff goes on a crime spree robbing all ships on the sea. Underdog cannot find them since they are invisible. To assist Underdog, Polly hides in a crate on board a merchant ship so that when Riff robs the ship, she can call for Underdog.

Riff and his gang decide to rob one more vessel before they go for their biggest catch, The Queen May. But, Polly has hidden herself as a decoy so that she can call for Underdog once she is on board the Ghost Ship. When the gang opens the contents of the merchant ship they just robbed, Polly emerges and runs calling for Underdog. They capture her but the gang is fearful that her cries will bring Underdog. At this point, Riff finally reveals what 'Just in Case' is,...Just in Case Underdog comes! The disguised fella is really a witch doctor who, along with a voodoo doll in the form of Underdog, is able to manipulate our hero and leave him helpless

Polly watches helplessly as Underdog fall victim to the witch doctor's voodoo spell. Luckily, a passing sea gull grabs the Underdog doll and takes it to a remote island. There, a monkey takes the doll to the top of a volcano, preparing to throw the doll in. In the meantime, Riff Raff And his Ghost Ship Gang sneak aboard the Queen May and begin to loot the ship. Needing every ounce of his super strength to break the witch doctor's spell, Underdog takes one of his super energy pills. Free of the spell, Underdog flies to the Queen May with a paintbrush and a bucket of paint. Before long, the ghost ship is reveled by the superhero-cum-artist. Riff Raff and his Ghost Ship Gang are captured, and returned to prison.

A strange object crash-lands on earth. A group of scientists check out the mysterious object, determining that it's a harmless, dead comet. The scientists leave the scene unaware of the fact that a secret door opens from the center of this strange thing and two evil looking space aliens emerge from this strange object.

After all the reporters and news crew leave the site of the strange object, two stonehead creatures from the planet Granite, named Gravel and Crusher, emerge from the craft with their Granite Gun. Their mission is to collect 10 slaves to bring back to their planet to work in the rock mines. After reporting in to their fearless leader, Captain Marblehead, the two buffet on some of Earth's stones and marble. They then proceed with their mission and collect 10 slaves, which so happen, include Shoeshine Boy and Sweet Polly. Before they leave for home, they are observed and the army tries to stop them.

Just before they are ready to head home with their slaves they captured with the Granite Gun, Crusher and Gravel are confronted by the army. Using the Granite Gun, the stoneheads defeat the army and head for Planet Granite. They then present the slaves to Captain Marblehead who orders them cracked open from their stone enclosures. He explains that they were brought to mine the rocks for the food for the Marbleheads and orders them sent to the mines. While working in the mine, Polly tries to call for Underdog, but with him disguised in his Shoeshine Boy persona, he has no place to change. He then suggests a revolt and the group makes a plan.

In this final episode, Shoeshine asks for a drink of water after being placed in his cell. When he gets it from the guard he tosses it into the guards eyes. While the guard tries to regain his sight, the prisoners escape locking him in the cell. The next phase of their plan is to get the Granite Gun which is in the throne room of Captain Marblehead who is enjoying his meal. Polly attempts to clobber the Captain with a pipe, but it has no effect on his stone head. He then calls for the guards who round up the prisoners. In the confusion, the guards hurl a projectile at the prisoners who duck and allows it to break open a wall to reveal a phone booth. Shoeshine sees this opportunity and changes into Underdog. He races to free the prisoners only to face Captain Marblehead and the Granite Gun. Underdog gets temporarily made of stone but then breaks free. He then melts the Granite Gun with his x-ray vision.

Simon invents the Valentine Vault which turns people into paper valentines. He orders Cad and his two henchmen to kidnap Sweet Polly... to set a trap to catch Underdog in the machine.

Shoeshine Boy sees Cad and his henchmen kidnap Polly. He must let them beat him up to protect his secret identity. He waits in line for the phone booth while Polly is told of the machine, handcuffed to a pole and gagged.

Shoeshine Boy finally transforms into Underdog. He frees Polly, but she faints before warning him about the Valentine machine. Underdog charges in but is crushed flat and turned into to a paper valentine. Then Simon tells Cad and the henchmen to load the machine in to a truck to take it to City Hall to turn the Mayor into a paper valentine. Before they go, they re-handcuff Polly to the pole so when she comes to she can look at her beloved hero

Polly pulls the handcuffs off of the pole and cries over her now-paper hero. Then she hears the familiar saying, "The secret compartment of my ring I fill with an Underdog energy vitamin pill." She sees Underdog is flat but all right. She finds a flat energy pill in the ring and when she give it to him he breaks out of the Valentine, takes the handcuffs off her hand and they fly to City Hall. There, Underdog saves the mayor and stuffs Simon, Cad and the two henchmen in the machine. Polly turns them into Valentines.

Sweet Polly is reporting a launch in space but the capsule is pulled off course to an uncharted planet. On this planet, the evil Zorb used a magnet to pull the capsule to his planet. Zorb explains to his henchman, Cron, his plan to use the capsule as a decoy to lure Underdog. The capsule lands on the planet and gets stuck in the mud. A call is made to Underdog to rescue the planet. After freeing the ship, Cron approaches with a charm and puts it around Underdog as a gift. Underdog, thinking he is a friend suggests to bring Cron back to Earth.

After returning from a strange planet and wearing a charm that the alien from the planet he brought back to Earth with him, Underdog is interviewed by Sweet Polly about the rescue and retrieval of the alien. However, once he stands up, he becomes dizzy as things begin to spin around. Back on the strange planet, Zorb explains that as long as Underdog wears the charm around his neck, he will become dizzy. He then checks on Cron, who is being examined by scientists. Cron is caged when he becomes agitated. He then takes a pill Zorb gave him which causes him to grow and break free.

When Underdog gets dizzy during an interview after returning from a strange planet, he is rushed to the hospital where the doctors try to find the cause. Meanwhile, the alien grows so big, he breaks out of the lab where he was being examined. Underdog hears the cries for help and leaves the hospital to face the now giant alien. But the charm around his neck causes him to get dizzy, and the giant toys with him.

In the final episode, the giant finishes toying with Underdog and bats him back to the hospital. With Underdog out of the picture, the Army, Navy and Air Force is called into action against the giant. The giant conquers all the armed forces. Polly explains to Underdog that they were all defeated. Hearing this, Underdog tries to leave, but Polly grabs him by the charm around his neck. In the tug-of-war the charm breaks and Underdog is no longer dizzy. Underdog faces the giant and then punches him so hard, he lands back to his home planet.

After a violent thunderstorm ravages the city, the community gathers in front of one of the steel buildings to see a message revealed inscribed on its side: 'To Underdog, A Rhyme in Time Saves Nine'. Sweet Polly asks Flim Flannigan at the police station what it means. Flim explains it could only be the work of Slippery Eel. A few weeks earlier, Eel, Fish, and their henchmen attempted to rob an armored car. They were caught by Underdog and were sent to the maximum prison with the electric fence. Still determined to get out, Slippery Eel tells his boys that he is going to climb the fence now that the power didn't seem to be on. Midway climbing the fence, the guards see him trying to escape and turn on the electricity. However, instead of electrocuting him, it electrifies him, and he then claims that he is now 'The Electric Eel'. He shoots bursts of electricity at the fence and wall and escapes with Fish and the gang, all the while vowing to get even with Underdog.

Flim and Polly agree that humble, loveable Shoeshine boy would be able to make sense of the riddle 'A Rhyme in Time Saves Nine'. Shoeshine deduces that 'rhyme' refers to Underdog, since he always talks in rhyme, 'time' refers to clock, Polly suggests Big Ben, but says that that's in London. Shoeshine deduces, what the biggest 'Ben' is around in the city, to which Polly responds 'Ben's Jewelry Store' (not Big Ben). As for 'Nine' Shoeshine deciphers that there are nine players on a baseball team and baseball is played on a diamond. Polly then sums up the solution of the riddle that if Underdog gets to Ben's Jewelry Store he can save the diamonds. She then tells Shoeshine to hurry and find Underdog. Shoeshine immediately rushes to the nearest phone booth and becomes Underdog (no waiting) Prior to arriving the Electric Eel demonstrates to Ben and the others he is holding up, the trap of an electrical field he has waiting for Underdog.

The Electric Eel traps Underdog in his electric cage. As the cage closes in around him, the cage fills Underdog's body with thousands of volts. Before he dies, Underdog asks the villains not to throw him into the city's lake. Underdog's body is soon limp at the bottom of the electric cage. Sensing victory over his foe, the Electric Eel takes Underdog's body to the city lake and throws it in. Free from Underdog, Electric Eel begins his massive crime wave across the city. Still not satisfied, the Eel decides to commit the ultimate crime.

The Electric Eel and his gang head for Washington, D.C. to take over the country. But Underdog is on the mend; the waters of the lake sap the electric charges from the Eel's trap. Underdog heads for Polly's TV station, where he finds out that the crooks are heading for our nation's capitol to force the President to turn over control of the country to them. Quickly, Underdog heads for the Sandwich Glass Blowing Factory. When he gets there, he asks the factory's owners to show him their biggest glass jar. When they can't find a glass jar big enough to hold a man, Underdog learns how to blow his own giant glass jar. Armed with the jar, Underdog flies to Washington, D.C. where he puts the Electric Eel in the giant glass jar. One less Electric Eel on the streets.

A series of crimes are being perpetrated all over the country. Underdog tries to solve them, but finds no clues as to who is behind the crime wave. Who is the new super villain behind the crimes that are paralyzing the country?

Batty Man, a take-off of Bela Lugosi's Count Dracula is an evil vampire. He, with his hench-bat Georgie and his army of giant vampire bats are committing the crimes all over the country. Polly and Underdog investigate the mysterious goings on at Batty Man's castle. The pair are attacked by Batty Man. Underdog tries to fight off the evil villain's bat army, but the battle is too much for him and the duo are soon chained.

Batty Man has captured Polly and Underdog. The villains raid Fort Knox, returning to Batty Man's castle with the plundered gold. The villains press the gold into a bowling balls. Before long, all the gold bricks are molded and painted black. The villains plan to fence the disguised gold in Europe while posing as bowling ball sales reps. Before they leave for the docks, Batty Man and Georgie place Polly and Underdog onto the conveyor belt that feeds the bowling ball press.

Polly and our hero have been placed onto the conveyor belt of Batty Man's bowling ball presser. The steam from the machine loosens Polly's chains, enabling her to give Underdog his super energy pill. His strength renewed, Underdog flies out to capture Batty Man, Georgie and their bat army, recovering the gold. Our hero returns the gold to Fort Knox and then turns the villains over to the authorities.

Simon Bar Sinister makes a vacuum gun which he uses to catch Riff Raff, Electric Eel, Batty man and all of their men for his army while Underdog is saving a sinking ship.

Sweet Polly is captured by Simon and calls for Underdog. Unfortunately, his energy was drained from saving the ship so he and Polly were sucked in the vacuum gun and Simon starts to fill it with water.

Underdog's ring has fallen off his finger; Polly dives underwater to find it. Meanwhile, Simon and his army are using their vacuum guns to steal all the money in the US.

Polly finds Underdog's ring. He takes his energy pill then defeats Electric Eel, Riff Raff and Batty Man. Simon uses his vacuum gun but since Underdog has his powerful strength back, this time it doesn't work. Using his atomic breath, Underdog beats Simon and Cad and returns all the money.

Cad, Simon Bar Sinister's henchman, replaces real phone booths with Phoney Booths. When he returns to the lab to tell his boss all the booths have been replaced, he asks what they do. Simon demonstrates by deceiving the milkman that his office wants him to call and directs the unsuspecting milkman into one of the Phoney Booths. The booth jumps and spins and when it opens, the milkman emerges in a trance repeating 'I will do what Simon says'. Simon instructs the milkman to destroy all his milk bottles, then remotely tells him to drive his milk truck into a pole. Then he tells him to go home and await further orders.

More unsuspecting people fall prey to Simon's Phoney Booths. A banker steps into a booth and is ordered to bring all the money from the bank. An engineer steps into a booth and is ordered to bring his train to Simon's lab. A colonel steps into the booth and is ordered to bring the army to Simon Bar Sinister's house. On a college campus, students try to see how many they can fit into a booth, but of course, it's a Phoney Booth. Each emerging student is told to do a task. News finally gets to Shoeshine Boy who steps into a booth to become Underdog, but, it is a Phoney Booth.

Simon toys with Underdog who is now in his power after stepping into one of Simon's Phoney Booths. He makes him dance, bring the 1st National bank to him, and then has him retrieve the Empire State Building. Meanwhile, O.J. Squeeze, Sweet Polly's boss, informs her that Underdog is in Simon's power. Polly takes it upon herself to go out with an axe and destroy the booths. When Simon catches wind of this, he sends Underdog out to destroy Sweet Polly. Underdog arrives at Polly's location and she is trapped.

Simon instructs an entranced Underdog to destroy Polly. As he approaches the trapped reporter, his brain fights the mind control Simon has and finally shatters the bulb above his head breaking free of the mind control. Polly informs Underdog that Simon is behind the Phoney Booths. They head out to Simon's lab to stop him. Seeing them approach, Simon instructs the colonel he has in his power to shoot Underdog down. Underdog puts Polly down to fight the army. One of the projectiles Underdog deflects, lands on the colonel's trance bulb above his head and frees him of Simon's power. Underdog takes several projectiles and blows up Simon's lab and sends a fleeing Simon and Cad hurling into the air landing in a tree.