The Stooges are key witnesses at a murder trial. Their friend Gail Tempest, who dances at the Black Bottom cafe where the Stooges are musicians, is accused of killing Kirk Robin.

Francis is desperate. Her parents want to force her to come with them on vacation to Hawaii - just during the two weeks when her beloved “Moondoggy” is home from College.

The evil Count Down kidnaps the queen and Snagglepuss, true to his king, sets out to save her majesty. Things look bad when the Count prepares to duel Snagglepuss, but the queen herself steps in and saves him. As his reward for his devotion to his monarch, the queen decides, instead of a bear rug, she will make him her own personal mountain lion rug.