Frylock accompanies Carl to a storage unit he purchased. The two discover the magical forest of the Zeebles. While Frylock is amazed at the forest, Carl is unimpressed and tells Frylock to pry the jewels off a nearby throne, which belongs to the Zarfonius, the king of the Zeebles. Carl attempts to stomp on him, but Frylock stops him and speculates that the storage unit is a portal to another universe. Carl takes the throne to a pawn shop and says he will come back tomorrow to take more of the Zeebles' resources. The Zeebles are oblivious to the dangers of Carl and bid him farewell. That night, Zarfonius tells the other Zeebles about Carl and decide to raise taxes and make him a collage in hopes of convincing him to treat them nicer. A Zeeble named Bill suggests that they kill Carl. Zarfonius decides not to, however. Carl returns the next morning with a bulldozer and dismisses the collage, taking the Zeebles' bushes and trees. Bill once again suggests that the Zeebles kill Carl, but a Zeeble named Zorf suggests that they pay him off by borrowing from the chipmunks. Carl again dismisses the gift and throws it away. The Zeebles decide to consult the tree of wisdom, who tells them to kill the giant as he is being dragged away. Carl discovers a lake of the Zeebles that contains oil instead of water. He departs for the day, saying he's bring a tank tomorrow to siphon the oil from the lake. Zafonius holds a meeting and states that Carl is renting their land out for weddings, bringing game hunters to hunt the monkeycorns for sport and meat, and wants the Zeebles to grow beards so he can sell their hair. Zorf suggests they hold a special election to impeach the unfriendly giant, but Zarfonius says Carl might not go for it. Zorf then suggests that the Zeebles make another collage, but better. Bill brings up killing Carl again. He plots to bake a pie with Zorf inside of it with a knife and when Carl takes a bite, he throws the knife at him and run. The other Zeebles agree to this and they get to work. Carl brings potential clients for the wedding space when the Zeebles bring him the pie as a peace offering. Carl is skeptical of the pie, thinking it's poisoned. The Zeebles deny this and insist Carl takes a bite. Carl threatens Zarfonius to takes a bite first. He agrees and warns Zorf not to come out and stab him because he's not Carl. It is revealed that after cutting open the pie, Zorf was baked alive. Zaffy is horrified and says she warned the others that you can't bake a man inside of a pie. Carl likes the pie and decides to take the bush that the blisterberries grow from, the only food source of the Zeebles. He suggests that they eat monkey-corn meat, but Zarfonius says that the Zeebles are vegans. Carl takes the bush anyway and takes Zaffy with him to his house. Frylock comes to see Carl while he's in the pool with Zaffy and suggests that since he's already made a ton of money off the Zeebles' resources, he should stop. Carl asks Zaffy about it, who says it's his call. Carl decides to do it and says he will go back to the Zeebles and take their sun. The Zeebles, having raided the other storage units, prepare for a final battle with Carl. Carl casually states he's going to take their sun. Zarfonius begs him not to, as without the sun, the nightwolf will hunt the Zeebles forever. Carl unscrews the sun anyway and the nightwolf emerges. The episode ends with Carl and the remaining Zeebles being killed by the night wolf.
- Zorf is baked alive inside a pie.
- Carl, Bill, Zingo, Zarfonius and several unnamed zeebles are all killed by the night wolf.
- The Zeebles are parodies of The Smurfs
- Due to Adult Swims approval, this is the first time the word "shit" is said uncensored.
- Frylock is the only Aqua Teen to appear in this episode.
- Even though Shake does not appear in this episode his voice actor, Dana Snyder is sill credited in this episode.
- Shake's pinball machine from Eggball makes a cameo.
- The construction worker from Shake Like Me and Allen Part One appears bulldozing the Zeebles's forest.
- This is the first episode since Hand Banana to air in October.