Killface, supervillain extraordinaire and loving father, has just begun his quest to destroy the world by smashing it into the sun using the Annihilatrix, a massive jet engine. However, due to construction cost overruns, he is unable to strike terror into the hearts of the populace about his nefarious scheme, and must rely on a direct mailing campaign.

Billionaire tycoon Xander Crews (and his alter-ego, superhero Awesome-X) have a problem: billionaire tycoon Xander Crews has frittered away the (literally) billions of dollars amassed by his murdered parents. So he mortgages the company to produce a line of Awesome-X action figures. The only catch is, he needs a supervillain doll...

Killface and his company attempt to win the Xander Crews Inventors Expo competition.

Killface, desperate for $12 billion to complete the Annihilatrix, decides to kidnap billionaire tycoon Xander Crews. But things quickly go south for our villain, starting just about the same time that Phil vomits in the minivan, and finishing up when plucky reporter Grace Ryan falls into drums full of super-intelligent, radioactive waste-covered ants.

The entire Dingo gang, grievously injured in the collapse of the Annihilatrix's catwalk, have all ended up in the same emergency room. Killface muffs hitting on plucky reporter Grace Ryan, and then has an unpleasant interaction with a representative from his insurance company. Also, Xander Crews is nowhere to be found! Dun-dunnnn!

So, come to find out, plucky reporter Grace Ryan is experiencing some pretty unpleasant side effects from falling into those drums full of super-intelligent, radioactive waste-covered ants: she sometimes turns into the ultra-wicked-bad supervillainess Antagone! And yeah, it's not the cleverest name in the world. But man, get a load of that rack...

Killface is... oh! Killface got blinded when Antagone spit formic acid into his eyes. So now he's blind. And billionaire tycoon Xander Crews... oh! He got kidnapped by these robots called the Xtacles who work for billionaire tycoon Xander Crews' alter-ego, super- hero Awesome-X. But then he escaped. And so now he and Killface are best friends.

Killface and billionaire tycoon Xander Crews (operating under the nom de guerre of Barnaby Jones) are now roommates and bestest buds. But their friendship - even though it's based entirely on a lie - will be tested to the limit when Simon runs away with billionaire tycoon Xander Crews' robot pants. And also when Killface blinds Barnaby.

The Xtacles, under threat of death at the hands of Stan (who, although we haven't mentioned him yet, is in just about every episode, and who is also impersonating superhero Awesome-X) have to find a replacement hostage for billionaire tycoon Xander Crews. Their search - somewhat predictably - leads them to Nearl, the local retarded wino guy.

Killface (still blind) and billionaire tycoon Xander Crews (still blind, still naked, still doing business as Barnaby Jones) escape from the sweatshop to rescue Simon from the evil clutches of master criminal Torpedo Vegas. Down there in Chinatown. And everybody else winds up down there too, somehow, because of the death rabbit fights. And all.

Equipped only with a map, a bag of radishes, and brand new eyes goggling about in their heads, Killface and billionaire tycoon Xander Crews (aka Barnaby Jones) attempt to rescue Simon from the evil clutches of master criminal Torpedo Vegas. Who instantly captures them. And then forces them to fight... to the death! Could this be the end?!

With everything resolved, Killface tries to buy the Annihilatrix back after Phil sells it to Arabs. Meanwhile, Xander Crews exacts his revenge on Stan until he finds out his entire fortune was invested into Killface's Annihilatrix.