Sir Meows A Lot accidentally transforms Denis' fish into a humanoid fish girl named Fishy Meowmeow. Denis embraces their new roommate, but Sir Meows A Lot feels threatened by Denis and Fishy Meowmeow's relationship and goes to great lengths to eliminate his competition.

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.

Pinchy is throwing a Halloween party at his Pizzeria. Denis and Sir Meows A Lot help out in the kitchen to keep up with the orders, but Sir Meows A Lot opts instead to cut corners with mad science because... of course. Just as they start serving up the pizzas, the power mysteriously goes out. Denis offers to go to the power room to sort out the lights, bringing Sir Meows A Lot with him. They travel through the creepy back area of the pizzeria to the power room where they discover something disturbing on the security monitors.