KAOS has stolen the plans to the nuclear amphibian battleship and hidden them on the freighter Lucky Star. The thief kills a CONTROL informer and the only clue is a clip-clop noise he makes. Max and 99 book passage and search for the clip-clop noise, which everyone on the ship seems to make. To assist them, 44 hides out below with a cargo hold full of monkeys.

This episode won an Emmy for outstanding comedy writing.