With the Bad Guys in pursuit, Sam and Guy board a train to Meepville and meet Michellee, a cautious bean counter, and her thrill-seeking daughter, E.B.

Panic hits the streets of Prinz Pazookle when the locals learn there's a chickeraffe in town. But a colorful carnival is bringing everyone together.

A singing rodent comes to the rescue in North Shvizelton when Sam and Guy wind up in jail with no real plan to get themselves out.

After a close call on the docks, Guy gets captured and learns he's been duped. Michellee gives her daughter a tour of Meepville.

The friends hear the histories of Yookia and Zookia. Sam's desperate to connect with Pam, but a suspicious Guy doesn't trust her.

So who gets the Moo-Lacka-Moo? With the fate of Yookia and Zookia hanging in the balance, the friends must decide where their loyalties lie.

Pam is forced to pick sides as the Zooks and Yooks prepare for an all-out war. A quick-thinking Michellee is Guy's secret weapon.

Butter side up, butter side down: The great butter battle is brewing! Can our heroes work together to stop it in time?