Max forms an underground candy mafia after discovering Dolph has a huge box of sugary treats. Dolph wants a friendship instead of a business partnership, but Max is more interested in having power than a friend.

Gwen and David need to go into the big city and are bringing the kids with them. When Max decides to show Neil and Nikki all the fun things the city has to offer, he breaks away from the group and it's up to David to track them down.