The British CONTROL needs Max to go undercover.

Max receives a visit from his Army buddy Sid Krimm.Before he arrives however,a woman defecter from Kaos shows up to give Max a little Black Book that contains the names of various Kaos Agents.

Having found out that Max is a Spy, Sid who unwittingly gave what he thought was an ordinary Black Book to Kaos Agents, accompanies Max on their search for the book, and the infamous Maestro, a Top Kaos Assassin.

The Chief is relieved of duty as Chief when "the President" (actually Gorshen, a Kaos voice impersonator) calls him and demotes him, making Max the new Chief. This is part of Kaos's plan to infiltrate and then destroy Control--but with Max in charge, Kaos doesn't really need to plan.

The story spoofs NBC's ""I Spy"" and Robert Culp of that series appears in a cameo role.