Max the cat is on the run from evil animal control Officer X, and he comes to the penguins for help. With the zoo on lock-down, the penguins decide to give Max a makeover and hide him in plain sight.

When the penguins are interrupted mid-operation by a nosy scientist, they leave the zoo in danger. Unfortunately, the scientist has radio-tagged them, so they must rely on the lemurs to complete the mission and save the zoo.