TaleSpin

Baloo is contracted to deliver a package to the Thembrian High Marshall, but is unaware that it contains a bomb planted there by a bomb builder who wants to provoke a war.

Baloo is reading about the Great War pilot Ricky Sky, who vanished 20 years ago transporting silver for the war effort. The disappearance lead to the belief that he and his crew stole the silver for themselves. While avoiding Don Karnage and his pirates, he sees a distress flash from a downed pilot. When he stops to investigate, it's a man claiming he's the legendary Rick Sky. Baloo says that Rick sky would be 50, the man looks 30. When they return to Higher for Hire, Rick says he needs to restore the honor of squadron, for they were not thieves. Only he can't remember what happened the day of the disappearance. Becky won't give in, claiming this man cannot be Rick Sky. When Baloo sticks to his guns, he's surprised to find the man stealing the Sea Duck. Now Baloo must get his plane back, avoid Don Karnage and his pirates, and finally find out who this mysterious man really is.

Molly is tired of no one noticing her, especially when she has something to say. After watching a movie one night, she's convinced the tower a few blocks down is the home of a mad scientist. Since no one ever notices her, she goes to investigate on her own. While she's there, she accidentally turns on a machine that shrinks her. When Baloo, Kit, and Becky find that she's missing, they search high and low for her. Only they don't know how low they should be searching.

Baloo is asked by a man named O'Rourke to fly him into the Mogavi desert. When Baloo questions what's out there, he tells them a tale of a lost paradise, where dinosaurs roam and long lost vegetation grows. It only appears once every 100 years, when at the break of dawn, a door opens. From that flows ancient waters deep from within the Earth. When it touches the sands of the Mogavi desert, it turns into the lost paradise. O'Rourke wants to open a tourist attraction there, and he's cutting Baloo in on the profits. All he has to do is fly him to the spot and blow open the door permanently. But when O'Rourke starts showing a darker side on their journey, Baloo begins to reconsider the deal.

Becky wins the Pazuza Sweepstakes and is going to receive $100,000. All she has to do now is send in the winning ticket by mail and arrive at the sweepstakes office by 8 AM tomorrow. Not wanting to take chances, she decides to go all out on the postage ($17.50). However, Molly has a school play, preventing Becky from getting to the post office in time. When she considers making Baloo do it, she's reminded of the fact that Baloo always messes up 'important jobs.' Then Molly suggests to just tell Baloo that it's a normal 'non-important' job. So Becky gives the letter along with $20 and tells him to send the letter SSTISDD (Super Speed, Triple Insured, Same Day Delivery). And the cherry on top: he gets to keep the change. Baloo goes to the post office, but stops at a fast food restaurant and spends $19.98 on food. He does, after all, get to keep the change, and how much does postage cost? Baloo ends up shipping the package 18th class, which takes 10 weeks to deliver.

Louie and Baloo are going to Macadamia to drop off cargo and pick up some Macadamia nuts. But the cities economy had dropped since their last visit. When they went to the king to collect their payment and nuts, they're turned away. When they protest, a Chancellor Trample comes and tells them that they cannot afford to pay them. When Baloo and Louie investigate, they find that the chancellor is intentionally running the economy into the ground in hopes the absent-minded king will force princess Lotta L'Amour to marry him. With their income and cargo still needed, and now the help of the princess, Baloo and Louie decide to stay and help prove the chancellor is cheating the royal family.

Louie's aunt is coming to visit, which puts Louie in red alert. She dances, she parties, and she calls Louie 'Louis.' When Louie loses control of the atmosphere, he makes a fake announcement over the radio that the air race his aunt is participating in has been moved to today, prompting her to cut the visit short. Meanwhile, Don Karnage sends his men to kidnap Louie's wealthy aunt. When Louie receives a ransom demanding $5 million, both he and Baloo decide to fight to get her back. But when they arrive, they find that aunt Louise's active lifestyle can help her take care of herself.

Crazy Eddie has a scam. It involves little furry critters that, when certain frequencies ring, they move at incredible speeds destroying and disassembling everything in they come across. Eddie puts them in pilot's engines and takes their money to fix the damages the critters cause. She unknowingly loses them over Cape Suzette, where Wildcat finds them. Thinking they're fuzzy lobsters, he adopts them. When he finds out they're homesick for their natural habitat, Bayou Country, he promises to return them when he's done helping Baloo win an air show. But Eddie repossess the critters and uses them against all the other pilots in the air race. When Wildcat starts gathering them back up, pilots find it suspicious that their planes are falling apart and Baloo's is not. Especially when Wildcat's been nosing around all the planes.

When a reward is put on Don Karnage, he's insulted. He puts on a full attack on the cliff cannons. When he's victorious, he decides to boast in an old fashion manner: on a hot air balloon. At that same moment, Baloo is delivering several canisters of glue from a glue factory. Don Karnage is knocked out of the sky and onto the Sea Duck. Once inside, the two quarrel knocking themselves out the rear hatch. When Karnage climbs back to safety, he heroically pulls Baloo up too. Then one of the canisters comes loose and covers the two. They become glued together. Since Karnage saved Baloo's life, he promises not to turn Karnage in for the reward in return. And the pirates think Baloo killed their captain, so they attack the Sea Duck. To make matters worst, they discover that they have until 6 o'clock (3 hours) to get back to the glue factory and un-stick themselves before it becomes permanent.

Baloo is reacquainted with Ace London, a highly regarded pilot. He belittles Baloo and boasts himself as the ace of the skies. They both have to pick up packages at the same cargo hold. By Ace's ignorance, he picks up Baloo's cargo of pickles and Baloo picks up Ace's cargo: A Top Secret Plane Engine. Upon realizing his mistake, Ace claims Baloo stole his cargo. He then explains the mission to his reinforcements over the radio, which is being intercepted by Don Karnage. When Baloo doesn't respond to Ace, Ace opens fire on the Sea Duck. When he realizes that the whole ordeal is over the fact he has the top secret engine, he has to personally fly back to the military airbase to clear his name.

After delivering a package, Baloo finds Kit talking to a Madam Una. Upon seeing Baloo (with a llama hat on), she mistakes him for the legendary 'Great Llama.' She then tells him of the legend of The Idol Of Doom. It's Baloo's destiny to find this idol of mass destruction that can only be destroyed by a hero (e.g. The Great Llama). Before Baloo can object, she slaps a bracelet that leads The Hero to the idol. The bracelet causes a chain of events that, through shear dumb luck, bring him to the temple the idol is hidden in. Meanwhile, they're pursued by El Gato, a man who seeks the idol for it's destructive powers.

A Dr. Axelottel tries to sell Khan a Mechanical Electric Laborer (MEL) robot. When Khan turns down the robot, Axelottel vows revenge on him. Meanwhile, The Jungle Aces are obsessed with Bullethead, an action comic book character. Kit says that comic book heroes are not like real heroes: pilots. When forced to use an example, he uses Baloo. But Baloo proves to be yesterday's news. Not wanting to let Kit down, Baloo borrows a rocket device from Prof. Buzz. Baloo and Buzz then setup a scheme to impress the Jungle Aces, which interferes with a kidnapping plot involving MEL. When Buzz confesses to the police that his role was part of a gag, Baloo has to prove that there still really is a threat to Khan.

Prof. Buzz gives Baloo and Kit a tour of his research and development section of Khan's business. When they leave, Buzz overhears Perry, one of Khan's white-collars, on the phone with Miniversal Crop. Turns out he's going to steal Khan's Top Secret Flying Project for the rival corporation. Upon hearing this Buzz goes to inform Khan. But when Perry finds out Prof. Buzz is onto him, he alerts security that Buzz is the traitor. Buzz escapes with the Top Secret Project, only further incriminating himself. It's up to his best friends Baloo and Kit to clear his name and reveal who the real traitor is.

Becky enrolls in the Better Business Boot Camp. In the meantime, Baloo and Kit are in charge. Baloo takes advantage of his own business and pairs up with Louie to deliver pizzas. With no real business know-how, Baloo tries all the normal techniques on a larger scale. He ends up taking all the petty cash from Higher For Hire, buy rancid anchovies that make Louie (their only chef) pass out, and get the attention of the Health Department.

With his High School reunion coming up, Baloo anticipates the arrival of his invitation. When none comes, he asks Louie where his invitation is. Turns out Baloo never graduated from Grade School. He decides to enroll in classes with Kit. This way he can graduate and still attend the reunion. However, along with school, he still has to make his deliveries for Higher for Hire. When this doesn't work out, the principal threatens to expel Baloo, he's allowed one last chance by taking an equivalency test. With Kit helping him, they attempt to make the impossible possible.

Junior executive Douglas Benson takes over Louie's profitable island.

Baloo and Wildcat are assigned to deliver an Egyptian tablet to Aridia. The tablet has directions on how to find the lost treasure of King Utmost, and Don Karnage is not going to let this one slip past him. When they arrive, they find the Museum of Ancient History... coming soon. It's (going to be) run by Myra who is an archaeologist for the Ministry of Culture. Baloo and Wildcat agree to help her find the location since she can't read the coordinates, but find that once they're involved, they have to survive traps, pirates, and a mummy that's protecting the treasure.

Don Karnage is sick of many a failing attempt to get into Cape Suzette. When he watches Baloo deliver lunch to the guards, he comes up with the idea of stealing The Sea Duck to infiltrate their defenses. When Louie and Baloo get wise to their plan, they only have the time it takes the Iron Vulture to get from Pirate Island to Cape Suzette to re-arm the cliff guns.

Baloo is put in charge of transporting Babyface Half-Nelson from Prison Island to Cape Suzette. However, Babyface has knocked out the officer transporting him and switched outfits. Baloo, who's never seen Babyface before, takes them back to Cape Suzette and let's Babyface walk away. When the officer awakens, he arrests Baloo for aiding in the escape of a prisoner. Meanwhile, Babyface's mother hires two goons to free her son, who also have never seen him. Baloo begs for forgiveness and the cops are about to let him go since he doesn't seem the type to work with gangsters. It just happens that right then, the goons nab Baloo, thinking he's Babyface. When they arrive back at their hideout, Babyface is already there. Since he knows too much, they order the goons to 'retire' him. With the cops now convinced that Baloo is working with Babyface and the gangsters out to kill him, Baloo has to do everything he can to clear his name.

Kit wants to fly, but Baloo says that he's too young. When he learns that Thembria is training pilots as young as 12 years-old, Kit enlists. The piloting school is anything but training kids how to fly. General Spigot and Dunder are in charge of preforming the aerial flounder formation. Turns out Spigot accidentally ordered a whole fleet of small planes. To avoid punishments (or death), Spigot plans on having small kids in the plane creating the illusion that they're the appropriate size. Dunder is put in charge of bolting all the planes together, and the lead plane will be flown by a Tiny Bubbles, a professional Thembrian pilot. When Kit finds out that they will never be actually flying, he starts scheming how he's going to get himself in the air.

Baloo has to deliver a package to Walla Walla Bing Bang. While en route, they run into Airplane Jane, an old friend of Baloo's who beat him in a race years back. Since then, there's always been a rivalry between the two. Princess Grace of Walla Walla Bing Bang is being challenged to the right of the throne by her long lost brother Prince Rudolf. In order to prove her right to rule, they need to produce Queen Mureens Ruby Rings at the coronation. The Rubies were lost centuries ago in the mountains of Walla Walla Bing Bang and it's up to Airplane Jane to find it. But Baloo sees this as an opportunity to win the rivalry once and for all.

Becky can't find a date to the Businessman's Ball. Kit suggests Baloo, however she thinks his manners would not fit in with the upper crust. After a crash course with Kit and Wildcat, all seems hopeless. But when Baloo finds that the dinner is on the Spruce Moose, the plane-turned-diner that was built so big it couldn't get through the cliffs of Cape Suzette, he becomes dedicated. That night, Baloo could not shake his old ways and Becky is embarrassed by his performance. When the Spruce Moose is suddenly hijacked by Owl Capone and his gang, it's up to Baloo to save the day.

Christmas time is approaching, and Becky wishes it was snowing. When Molly asks when it's going to, Becky says it never snows in Cape Suzette, it only rains. Baloo tells Molly about a peppermint fairy that comes and leaves a peppermint under your pillow. However, when Baloo forgets to deliver the goods, Molly begins to doubt this fairy... and Santa Claus. Not wanting to disappoint Molly twice, Baloo gets Louie to dress up as Santa and turn his restaurant into the North Pole. Baloo then takes Molly there to get her present. But Molly's present this year is a wish for snow for her mother. Determined not to disappoint, Baloo is going to drop soap shavings over Louie's to create the illusion of snow. But with a trip to Cape Suzette and back in his way, Baloo has to contend with Louie's impatient customers and Don Karnage's version of Christmas.

Becky is excited to be attending the Pilot's Ball. However, Baloo wants to lose some weight before escorting Becky. He decides to enter the Elizabeth Taper Center, where they have some of the strictest weight-loss counselors around. With Wildcat guiding them, he accidentally drops him off at the Bedevilled Island Prison run by the Thembrian government. Thinking the guards are the counselors, Baloo goes along with their orders with complete cooperation. This only infuriates them to commence with stricter punishments. When Baloo realizes where he is, he's accumulated enough Thembrian crimes against himself that he's officially a prisoner and he has to find a way to escape.

While transporting Carnubian Kumquats back to Cape Suzette, Baloo takes a shortcut across a desert so they kumquats don't spoil as fast. However, they're shot out the sky by the Boomstone residents who are capturing people as slaves for their mines. Turns out the residents are employees of Shere Kahn, but have been forgotten about over time. They used to mine for silver, but the silver ran out years ago. Since then they've been mining Urgonium, a highly explosive rock, and have plans for selling them to the highest bidder. When Wildcat accidentally sets one rock off, his hat is knocked off and soot covers parts of his face. The new look has everyone mistaking him for Shere Kahn. The Sheriff cannot have Kahn returning to Cape Suzette, since they would then be out of a job. And on top of that, the slave miners want the Sea Duck to escape.

Thadeos E. Klang uncovers the Legendary Lost City of Tinabula and, with the help of Katie Dodd, starts to bypass it's traps and securities. Meanwhile Baloo and Louie are lost in the desert, wandering about trying to catch up to Thadeos. When Thadeos finds the city's 'weapon,' a device that uses sound waves to create sand storms that can immobilize anything that gets in it's way. Soon Baloo and Louie save Katie, but are pursued by Scarabs and minions. Katie tells them that they need to ring 'The Master Bell' to end Klang's reign of terror. But they need to solve the riddles and puzzles that stand in their way.

Baloo and Louie go on vacation, they get caught on a wild goose chase for treasure. Salvaging what's left of their time away, they decide to ignore all damsels in distress and buried treasures. But when they get involved with Katie Dodd, an archaeologist in search of the Legendary Lost City of Tinabula, they find themselves once again involved in a treasure hunt. This one comes with a mysterious villain named Thadeos E. Klang. He and his minions are also trying to find the city for their own personal gain...

Baloo asks Becky for his paycheck a day early. When she refuses, Baloo has a trick up his sleeve. He asks a local radio personality to say on the air Friday that it's Saturday. He then goes to Becky's apartment and changes all calenders to Saturday. And the cherry on top, a doctored paper that has Saturday for the date. When Becky awakens, she's convinced it's Saturday and Baloo is ready to collect his paycheck. But his plan soon backfires when Becky scolds him for forgetting his Friday deliveries and docks his pay until their done. The cargo is to be delivered to Thembria, where Spigot and Dunder are (illegally) listening to the radio. When they hear it's Saturday, they inform the High Marshall that they need to change it to tomorrow, and then inform the citizens that denial it's Saturday results in death. This only leads to disaster for Baloo and Becky when they arrive and a fight for their lives.

At the Jungle Aces Secret Midnight Club, a new person is presented by Kit for membership. To everyone's disappointment it's Oscar Vandersnoot, a walking disaster. Kit says he deserves a chance to tell of an adventure of his own. Thing is, he needs to experience one first. They decide to visit Wildcat for suggestions. Meanwhile, Don Karnage plans to kidnap Oscar for a ransom. When they find him at Wildcats, they overhear something about a 'Secret Anti-Pirate Weapon,' which is just a canister of air that breaks open and unknowingly takes out Maddog and Dumpster. Baloo has to deliver some vegetables, but they tell Oscar that's code for delivering the weapon. The pirates hear this and then plan to kidnap Oscar and steal the weapon all at once.

Baloo wants a two week vacation, but Becky refuses to grant him one. Baloo comes up with the idea of having Wildcat pretend he's a Dr. Gesundheit the Rocket Scientist. Wildcat then asks Baloo to fly to Mars and guarantees free publicity. Becky goes along with the charade and is given a radio to communicate to while he's 'in space.' Becky spends all day talking to Baloo, asking him to bring back items from space. Baloo starts to improvise, but eventually pretends that he's attacked by Martians and throws the radio into the lake. However, it turns out the military was listening in on their communications and begin preparing for a Martian invasion.

Behind schedule, Kit finds a passage that will get them home quicker. Baloo complies, but then inquires why he's never heard of this route. Kit tells him it's the Mirle Pass. Baloo panics, because the Mirle Pass takes a miracle to get through. They end up landing in the ocean and Baloo bangs his head. When he wakes up, he can't remember anything including how to fly. When Wildcat and Kit take him back up, they get caught in a thunderstorm. They're forced to bail, but Baloo gets trapped behind in the Sea Duck. He's rescued when a man named Joe McGee coaches him down over the radio. McGee attempts to help him overcome his fear of flying and remember his many successful flights.

Baloo helps a plane in distress before it crashes. Turns out the that the plane was transporting Shere Khan. Khan promises Baloo anything in return for his saving his life. After asking for a few small items, Baloo starts to get greedy. He visits Khan every morning and asks for more things, including enough money to pay back Becky and quit Hire for Higher. Khan knows he's being taken advantage of, so he arranges Baloo to be kidnapped. Kit and Becky liquidate everything Baloo owns in order to pay the ransom, including Hire for Higher. But when they make the drop-off, not everything goes according to plan.

While Molly is being babysat by Wildcat, they read a book about a Snow Duck. Afterwards, Molly wants to see snow, so she and Wildcat stowaway on the Sea Duck when Baloo goes to Thembria to deliver pink flamingos. Upon arrival, they make snowballs, snowmen, and go sledding. Unfortunately, having fun is outlawed in Thembria so they are imprisoned. While everyone is trying to figure a way to escape, Molly reassures them that the Snow Duck will come and rescue them. But when she starts to give up hope, Wildcat says it's still important to keep your imagination running. This gives Molly an idea that will get them out.

Baloo is pouting that he's never had a parade in his honor. When asked what he's ever done to earn a parade, Baloo remembers his journey to find Panda-la, city beyond the last horizon. No one believes him and Baloo becomes determined to find it and earn his parade. After weeks of searching, Baloo gives up. But before he can turn back for home he's caught in a whirlwind and grounded. He starts searching for help and finds a large, beautiful city. It's Panda-la, and the natives honor him upon his arrival. They fix his plane and give him gifts for his return home. When Baloo arrives back at Cape Suzette, he's greeted by everyone and a celebration is underway. But the festivities barely get planned when the entire city of Panda-la is upon them: in the air. With enough fire-power to down Cape Suzette's entire army and defenses, it's up to Baloo to save the day.

Cool Hands and other pilots give Baloo some ribbing that he works for a woman. This is also starting to lose business for 'Higher for Hire.' Trying to prove that he's still a great pilot, Baloo enters himself into the Great Air Scavenger Hunt, which has been won by Cool Hands every year. Baloo goes to ask Becky for the day off for the race, but she beats him to it by telling him she needs to spend the day for drumming up publicity. However, she needs the Sea Duck to do it, and things get worse when no one will sponsor Baloo. It comes down to the D.O.A. (Daughters Of Aviation). Not giving up, Baloo dresses like a woman and calls himself Tan Margaret. When Tan is assigned a plane he's surprised to be given the Sea Duck. Turns out it was donated to D.O.A. for this contest to drum up publicity, and the navigator will be Becky.

Baloo's favorite record, handed down by his father, is broken and so is Baloo's heart. He finds the last existing record is for sale at an antique store for $100. With $50 of Kit's hard earned money for starting cash, Baloo sets out to show Kit that you don't need to work hard for 'easy money.' However, the easy street requires them to cross Trader Moe, who's not about to lose his trades to someone muscling in on his action.

Shere Kahn is making an under-the-table deal with the Finance Minister of Klopstokia to give Kahn Enterprises exclusive delivery contracts. At Higher for Hire, Baloo is excited that Whistlestop Jackson, the legendary ace of the skies, is helping Higher for Hire, even if he's just going to be the vice president. Jackson offers to show Baloo a few pointers, but Baloo ends up bailing him out. Becky blames Baloo for showing off, enraging him to fake an injury so Whistlestop will have to make the next delivery and reveal that he is a fraud. But the next delivery is to Klopstokia, and if done properly will result in an exclusive delivery contract. This gets Kahn's attention and he is not about to let Whistlestop, his old rival, get the upper hand... again.

Baloo and kit are hired to fly Professor O'Bowens, an archeologist, to a forbidden temple to find a mystical idol. After he acquires it, the pirates reveal themselves and demand the idol. Not to lose the it so easily, O'Bowens gives the idol to Kit and Baloo and tells them to return without him. He warns them not to look into the idol's eyes during a thunder storm, but the two get curious as to what would happen and tempt fate, resulting in them switching bodies. The two must then cope with their new positions until O'Bowens returns, and avoid the pirates who are still seeking the idol. However, they find they have until sunrise the next day to return to normal or be trapped like this forever.

Baloo is told he's the long-lost 13th Baron of Bruinwald. He's then taken to his Chateau and introduced to his staff: a butler and a cook. However, ever since his arrival there seems to be multiple attempts on his life. Turns out there's a Bruinwald Family Curse which makes it's members expire under peculiar circumstances.

After her car is destroyed by a man posing as a valet, Becky accuses Baloo of being too gullible. They're then hired by Jack case who claims he's on a mission from the government. He seeks the help of Higher for Hire to aid him in delivering a package. After following Jack's directions, Baloo realized that they're over the Thembrian Boarder. When they're attacked by the Thembrians, Jack bails out telling Becky one last thing: Mums the word. When Baloo and Becky are captured, Becky refuses to reveal the reason for being in Thembrian territory, which only leads to long term imprisonment.

After narrowly escaping an attacking band of nomads. Baloo accuses Becky of being too stubborn, pigheaded, and always searching for a get rich quick scheme. When they arrive back at Cape Suzette, Wildcat informs Baloo they a new pontoon. When Baloo tells Becky, she tells him that her next idea will buy him a whole bunch of pontoons. Truffles cost $50 a pop, and she's going to supply to meet the demand. She buys a truffle sniffing pig which eats everything it sees. But when approaching their destination, the pontoon gives away and they are forced to land. To make matters worst, the natives don't take too kindly to pigs on their island.

Becky decides to only charter to a higher class clientele. In order to place her ad, she cashes in Higher For Hire's insurance policy. However, when the clients start asking her if they're insured, she tells them they have 'Collateral Insurance.' When they take off they get the deed to the Sea Duck until the plane, and it's cargo, reaches it's destination safely. If it doesn't, they get to keep the plane. The first customers want to transport a bag full of jewels to their family compound at Hyena's Port. Becky takes the job, but Baloo begins to suspect their appearance may be a front for something else.

Baloo saves the life of Kitten Kaboodle, a famous star from Starrywood. In return, she invites him to co-star in her latest movie. But when they arrive, it turns out the accident wasn't a coincidence, it's one in a series of accidents they have been occurring on the Kitten Kaboodle movie set. Becky tries to explain this to Baloo, but he's too star struck by Mrs. Kaboodle. So, alone, Becky tries to solve the case.

Shere Khan raises gas prices because Don Karnage is stealing all the gas drums. Meanwhile, Baloo finds he's flying with an expired pilots license. When he goes to get it renewed, he's reacquainted with his old Drivers License Instructor Ralph 'Love to Flunk 'Em' Throgmorton. Throgmorton makes Baloo so nervous that he can't pass the test. When he seeks other employment, Throgmorton is always there, and loses all other jobs due to a nervous breakdown. When he attempts one more time for his pilots license, they stubble upon Don Karnage and reveal his partnership with Shere Khan.

Baloo is lost at sea while attempting The Master Run. Turns out Don Karnage has devised a plan that fools all pilots into thinking they are flying upside down, thus causing them to fly up (or down) into the ocean. When Karnage reads Baloo's 'Greatest Pilot in the World' trophy, he mocks and belittles him into depression. Kit tries to think of a way to get out of this mess, but Baloo is wallowing in self pity. When Kit finally gets everyone free, they are chased by the pirates. Kit makes a suggestion that will help them cripple the pirates planes, but all the other pilots say that Kit's plan won't work. Finally Baloo breaks free of his self loathing and stands up to the others telling them that Kit is the best navigator he ever had and if he says the plan will work, then the plan will work.

Shere Khan is losing shipments when they are delivered on a route called 'The Master Run.' When planes approach the Twin Spires, they disappear off radar. Meanwhile, Baloo is flying blind when his headlights go out, until Kit comes up with a great idea to gets them home safely. But when the media gets a hold of the story, only Baloo gets the credit. On their second job, Kit saves a child from a fall. Once again, only Baloo gets the credit. Baloo consoles Kit saying that fame isn't everything, as long as you know who you are. Later that day, Shere Khan invites Baloo to his tower. There, he gives him a trophy naming him 'The Greatest Pilot in the World.' He then offers him a job that requires him to go on The Master Run. Dumbstruck with his own fame, he accepts. But when he attempts to fly the run, he too falls the same fate of all the other pilots before him.

Baloo is told that he can no longer charge food at Louie's until he pays off his tab. Meanwhile, Becky comes up with an idea to start a midair refueling station. Baloo reluctantly agrees, as it is going to be located near Louie's, but decides he needs the money. After a couple days he's able to pay Louie back, who has had no business. When Baloo reveals his source of income, Louie is furious as he's stealing all his customers. Not to be outdone, he opens his own midair refueling station. The two compete for better service, but when they start sabotaging each others stations, Baloo declares war.

Cape Suzette is holding a Friendship Festival. Baloo decides to capitalize on this by selling hot dogs. But before he gets a chance to sell one dog, Becky asks him to deliver a piano to a house located on a hill. Worried that the delivery would take all day, he tricks Dunder into helping him, despite the fact that he's supposed to be guarding a box containing the golden sprocket. Meanwhile, Trader Joe and his goons get interested in what's in the box, so they disguise themselves like hot dog vendors, which only leads to loads of mistaken identity.

Baloo shows Kit his secret stash of cash he's saving up to buy back the Sea Duck. Then they go out to sea to fish and relax. When their bait of fish and peanut butter sinks in the water, it attracts a whale. After befriending it, Baloo and Kit head back to Higher For Hire. There, they find out there's a reward for the capture and return of the whale they found earlier. They contact Seymore of 'Seymore's See More Seaquarium' and the owner of Moby Dimple, the whale. But after they return the whale, they find that Seymore mistreats all his animals. When they call an inspector on him, he has all the angles covered to pass inspection. When their offer to buy the whale back with the Sea Duck money is turned down, Baloo and Kit decide that it's up to them to free Dimples by their own means.

Baloo and Louie encounter a ghost that's been in the basement of Louie's restaurant. When they return to Higher for Hire, Becky believes the story is a cover for why Baloo didn't return with the cargo sooner. To make matters worst, Baloo forgot the cargo back at Louie's so they have to return. The two are reluctant to go, so Becky accompanies them. Upon arrival, they find nothing but the place looking like a mess. They're also greeted by a man named Captain Stansbury, who Becky takes a charm to. When they find the Sea Duck won't start, they're forced to spend the night. But during the night, they find that Captain Stansbury isn't who they think he is.

After reading an article, Becky insists Baloo get checked out by a doctor to see how his health is holding up. Meanwhile, Kit is playing in the Sea Duck. While pretending he's a pilot, he accidentally breaks the Googleschlocker Gyrocompass. Fearing punishment, Kit tries to fix it on his own taking it to a Dr. Ohlmeyer. Baloo's check-up finds him in good health, but one more test is supposed to come in. When Dr. Ohlmeyer calls Higher for Hire to inform them that the 'patient's' time is up and that the googleschlocker is kaput, Becky mistakes him to be Baloo's doctor. Knowing that his last days are upon him, Baloo wants to fly into the Bermuda Trapezoid since he has nothing to lose. But when the truth is revealed, everyone must go stop Baloo before he makes the mistake that may end his life for real.

While cloud surfing, Kit pulls a stunt that shakes Baloo. When Kit reassures him that he knew what he was doing, Baloo starts to set some rules on Kit's hobby. But when he's approached by Dan Dawson who saw his aerodynamics, Kit is dazzled by his many compliments. Fearing Kit is slipping from his guidance, Baloo plans to show him some fun times at Louie's the next day. But early in the morning Kit heads back to the airfield where he and Dan Dawson are perfecting a stunt... that they both plan on performing on the road.

Baloo and Kit find themselves pitted against the infamous Col. Spigot.

After a hard day of learning how to spell at school, Kit comes back to Hire For Higher to find that Becky's now investing business into sky writing. Baloo has trouble with the first customer, spelling their message wrong in the sky. Then a customer going by the name Weazel starts requesting unusual messages. Turns out that he is working with Heimlich Menudo in communicating with all the criminals in Cape Suzette via the sky writings. When the police get wise to the writings, they arrest Baloo on charges that he's involved. When they crack the code, it's up to Baloo to defect the last message, and that means he has to rely on his shoddy spelling skills.

Baloo buys a plane load of junk, figuring he'll just fix, shine, or polish them up a little and sell them as antiques. After investigating a voice from the cargo hold, they find a parrot in a trunk. Soon, they're grounded by pirates who only take the trunk they got the parrot from. Turns out the parrot is a living map to Juan Toomany's treasure. Baloo doesn't believe the this, but Kit gives him a chance. But the pirates, after figuring out that Baloo has the parrot, are right behind Kit and Baloo has to put aside his resentment of the parrot to save them.

While escaping some thugs that are chasing him, a con artist named Covington hides a talisman in the Sea Duck to be recovered at a later time. When he returns, he finds Baloo and Kit cleaning out the plane. Fearing his talisman being tossed out, he introduces himself to the crew. But before he gets his hands on it, Molly (thinking it's a doll) finds the talisman first. Not to lose it so easily, Covington starts dating Becky. Over the next few weeks does everything to appear nice while trying to get the talisman back. However, Molly never trusts Covington and proves to be a pain. But when Covington becomes desperate, he fakes an emergency call from Higher for Hire and volunteers to take care of Molly. The two being alone, Covington shows Molly his true side, so Molly shows him the feats of Dangerwoman.

After tricking the pirates, Baloo starts his flight back to Cape Suzette. Over confident, Baloo gets the pirates to chase him through the canyon. However, Air Traffic Control won't clear the Sea Duck because there's a blimp already passing through. Forced to escape the pirates, Baloo sneaks around and safely passes. However, the stunt results in Baloo getting his license suspended for a week. With the need to transport an iceberg to the desert prince, Becky gets a fliers permit and decides that she will fly the plane with the help of her book 'How To Fly In 3 Easy Lessons.' Becky refuses to listen to anything Baloo suggests. After all, he got his license suspended, so what does he know? But when air pirates attack the Sea Duck, Becky soon learns that you can't learn everything from a book in one day.

Everyone at Higher for Hire is working hard for a game hunter named MacKnee who wants his crate delivered. The crate contains a huge creature that gets big when it's wet and small when it's dry. Molly wants to play, but when she tries to get someone's attention it causes MacKnee's crate to fall off the pulleys and make a hole in the dock. The creature inside escapes through a small crack in the bottom of the crate and out the hole. Molly befriends the creature calling him Henry. She's able to keep him hidden from everyone since they're always occupied. But when MacKnee finds out his creature's missing, he forces everyone to aid in it's recapture, even when Henry starts to fly back to it's homeland with Molly on it's back.

Baloo has to deliver a box back to Cape Suzette before dawn. Since it was only midnight, he decides that he can spend a few hours at Louie's. But panic ensues when the sun starts to rise. He decides to use the excuse that pirates attacked him. Baloo then demonstrates with the Sea Duck how he escaped, but unknowingly loses the box out the back hatch. When he returns to Higher for Hire with nothing, it costs the business $10,000. After promising Becky that he will never again stray from the schedule, he's given a new assignment. Give a tour of Cape Suzette between 11 and noon. While Wildcat is fixing the plane, he runs across the box lodged in the engine. Baloo can still get the $10,000 if it's delivered before noon. Not wanting to go back on his word, he sends Wildcat on the tour while he delivers the box. But when it becomes clear that the box holds a stolen treasure; Baloo has to return the goods, avoid Trader Joe and his goons, and get back to Hire for Higher before noon.

Baloo and Becky go shopping and Kit is left with the responsibility of babysitting Molly. Kit has his hands full, until Molly's favorite radio program, 'Danger Woman,' comes on. During the commercial break, Molly wants ice cream. They were instructed not to go further then the corner store. Meanwhile, Don Karnage sends Mad Dog and Dump Truck to steal goods from Cape Suzette via sub. When they cut through the net that keeps all sea creatures from entering Cape Suzette's harbor, A giant squid follows them. When Molly's wagon rolls all the way down to the docks, Kit asks Molly not to tell her mom how far away they strayed. However, Becky heard everything and told Kit that he was reckless and irresponsible. But when the apartment building is attacked by the squid and the pirates on the loose, Kit's job of protecting Molly is far from over.

Baloo is threatened to be replaced by a robot. Prof. Martin Tork is confident that his new machine, the Auto Aviator, can do what any ace pilot can do and better. However, Baloo points out that even a machine has to have faults. This makes Tork's major buyer, Shere Kahn, begin to have his own doubts in the machine. He makes a deal with Tork that if his machine wins in a race against Baloo, he'll buy a 1000 of them. The race begins, a flight to Tundra City to pick up cargo and return. Flight time: About 40 hours. With every freelancing pilot's, Shere Kahn's Elite Pilot Squad's, and Higher for Hire's jobs on the line; Baloo has to prove that machines can't best the best

Kit feels absolutely sad about Baloo leaving him and when Karnage welcoming him back to the pirate pack. So when he finds out that Karnage was going to destroy and takeover the world he decides to stop the explosive madness of Karnages plan. He later gets caught and is dropped to his death until Baloo rescues him , after hearing his apology on the radio at Louie's. Then later Baloo goes back to Becky with help to stop Don Karnages clashing attack. Baloo and friends save the town from the clashing attack and Karnage and his pirates are flown out of the town. Baloo finally gets his plane fixed and decides to work for Becky with Kit on his side and with Wildcat for help on fixing the plane, Baloo was happy and was ready for more adventures with his seaduck plane.

After finding out that Becky and Molly were kidnapped, Baloo and Kit decide to go and rescue them immediately from the dangerous pirates. Kit has the idea later to setup Karnage by acting like he setup Baloo and Becky. Baloo takes it furious and thinks that Kit betrayed him. Baloo, Becky and Molly escape immediately. Kit feels sad with tears finding out that Baloo didn't believe him about his plan. Karnage welcome Kit back to the family. Baloo later decided to go away from all the trouble that he was brought into....

Returning from the pirates, Baloo and Kit go out to find the treasure that Kit promised to share with Baloo only to find out that it's a one jewel treasure. Later Baloo finds out that a another volunteer named Rebecca Cunningham has taken over his job and wants to help him with job and process. Then later Baloo goes to Shere Kahn and thells them about the one jewel treasure that Kit took from Don Karnage. With nothing else to say, Kahn wanted the two to bring back the powerful jewel only to find out that there place was clashed and Becky and her daughter Molly was kidnapped.

Kit Cloudkicker bumps into Baloo and hides a secret treasure so that his now to be enemy, Don Karnage won't find it. Actually Kit gets to know Baloo more better and tells him alot of things. Baloo and Kit are ambushed by Karnage and his pirates. When Baloo and Kit have a furious argument, Kit gets caught from the pirates and Baloo rescues him. Kit apologizes about the argument and tells Baloo that he has a treasure that he wants to share with him.