The King of the Mole People and his ministers come to the surface for a vacation.

The Tick is sent into space to blow the ""CHA"" out of the Moon from when Chairface tried to write his name in the moon. He blows the letter C up while he's inside it and gets sent through space. While in space he comes across a fantastically large alien named Omnipotus. The Tick befriends him and becomes a janitor on his body. But Omnipotus is an eater of planets and plans to eat the Earth when they get to it.

The Mustache, a U.S. secret weapon, escapes from the lab and tries to team up with its counterpart, the Russian Beard. In hot pursuit are Jim Rage and the Ladies of Project: Shave, so the Mustache takes refuge on the Tick's lip. Meanwhile, Dinosaur Neil and Dot plan for their marriage.

The Deerfield Aztecs, a baseball team, crashed in Mexico and formed their own lost tribe of real Aztecs. They track their missing shortstop, Carmalita (Arthur's girlfriend) to America but grab Arthur instead. When the Tick and Carmalita pursue, the Aztecs and their leader Wally unleash ""Speak"", some kind of lowly animal that they intend to wed Arthur to. Tick takes a shine to ""Speak"" (as he names him) and he defeats the Aztecs and rescues Arthur.

Mr. Mental steals a device from Dr. Pendecker that lets him hypnotize Arthur and the Tick into thinking he's a baby so they'll protect him. Unfortunately, Mental leaves the device in the taxi and has to recover it.

The Tick and Arthur are invited to the Mad Scientist Fair to help Dr. Vahtoss try out his mind-transference device. Hilarity ensues when the two switch bodies. Chairface Chippendale moves in to try and steal the device and soon everyone is switching with everyone.