Denis wants to go camping to practice his survival skills, tells Sir Meows A Lot to take a pill so that he doesn't get ticks or fleas. Sir Meows doesn't take it, then right away gets fleas and goes to great lengths to get rid of them.

Lady Barks a Bit's Denis obsession becomes a problem when she steals all his stuff and then tries to hide it on Valentine's Day. Sir Meows a Lot tries to expose her, so he won't take the fall for the missing items.

Sir Meows a Lot stumbles upon a pamphlet for kitten adoption and convinces himself that he's about to be replaced by a younger, cuter cat. He seeks out cute eyes training at the remote Cat Mountain.

Instead of fixing their leaky roof, Denis and Sir Meows A Lot go to Pillow Land where Sir Meows A Lot gets swept up into a fight with a pillow fighting champion. But when giant raindrops start falling from the pillow sky, soaking pillow people and causing panic, Denis realizes it's all his fault and sets out to fix the leak by climbing to the top of Mt Featherest.