The short takes place in a cheese shop. Babbit with much effort and resistance from Catstello, finally manages to hypnotize Catstello into foolishly and recklessly stealing cheese while cat is fully on watch. Then Catstello stands up to the cat, who gets wise to Catstello's trance and hypnotizes him into going back into the mouse hole. After a series of Catstello being in trance cause by both Babbit and the cat, Catstello grows tired of this and hypnotizes the both of them making Babbit a wild western rider and the cat as his steed. As they ride off out the shop, Catstello happily eats the cheese remarking "Oh — I'm a baaaaad boy!".