KAOS kidnaps the Chief and prepare to give him mind-control surgery. Max pretends to be a doctor in order to try to free the Chief from Harvey Satan. Evil KAOS mastermind Harvey Satan kidnaps the Chief and holds him for a $200,000 ransom. Struggling to raise the money, Max is forced to deliver a ransom of only $600. CONTROL follows the KAOS agent picking up the ransom and they find him at Satan Place. Satan is preparing the Chief for mind-control surgery, which involves KAOS freezing the Chief. Disguised as a doctor and nurse, Max and 99 try to free the frozen Chief.

Alexi Sebastian, a master impersonator, attempts to kill someone who was about to reveal the secret of the KAOS coding system. Alexi disguises himself as the Chief to confuse the situation even more. Max and 99 must guard Tanya Lupescu, who has memorized KAOS' codebook. An attempt to hide her in a hotel fails, so CONTROL decides to hide her in Max's apartment. KAOS hires master impersonator Alexi Sebastian to kill Lupesco. Sebastian has successfully disguised himself as Johnny Carson and Max's Aunt Rose, so CONTROL has him listed as a 101 - shoot on sight. Sebastian disguises himself as the Chief and gets inside the apartment, but the real Chief shows up and Max is confronted by two Chiefs. Can Maxie pick the correct Chief?