Peter and So-So try to warn a disbelieving Jack and the Beanstalk about the giant who wants to get him. They knock out the giant but when they realize that Jack is trying to steal the goose that lays golden eggs, they switch sides and revive the giant. The grateful giant informs Peter that Jack stole the wrong goose.

Breezly is trying to enter Camp Frostbite to see a show at their theater. Unfortunately, he is captured and sent to the Seattle Zoo. He gets lost on the way, though and ends up in a recruitment building, and joins the army

After Breezly is thrown out of Camp Frostbite, he wanders onto an artillery range, right when the army is having a practice lesson.

Peter and So-So encounter a cowardly lion. They are captured by Romans and sent to the coliseum for a fight. Peter and the cowardly lion agree to rig the fight. Peter doesn't realize right away that a brave lion replaced the cowardly lion. He holds off the brave lion with his hippo hurricane holler and escapes to his balloon. Once airborne, he finds the cowardly lion hiding in the balloon and afraid of heights.

Yippee, Yappee and Yahooey disguise themselves as a dragon so The King could pretend to battle one, but the real one shows up.

The King hires a sergeant to teach Yippee, Yappee and Yahooey how to act like real guards.

Yippee, Yappee and Yahooey get fired by the King for overuse of his money on things like sword polish. But they get their jobs back when they unwittingly keep him away from the notorious highwayman Black Bart, who is mistaken by the King for Yahooey.

Peter and So-So land in Egypt and meet Julius Caesar, who is despondent about losing the favor of Cleopatra. They go to Cleopatra's barge to speak for Caesar. Cleopatra forgives Caesar without Peter's knowledge. Peter tries to use reverse psychology with Cleopatra and speaks insultingly about Caesar. Caesar overhears the insults and attacks Peter. Peter uses his hippo hurricane holler to escape back to his balloon.

At the Colonel's request, Breezly agrees to be Camp Frostbite's mascot for the day, only to be featured in an article in Stripe Magazine. Soon the Colonel learns that it's not easy having to take care of Breezly.

Peter and So-So land in a medieval-age town to get food. They can't get food without money so they get a job removing a pest for the king. The pest is a very difficult to eradicate dragon. They disguise themselves as a lady dragon to lure out the dragon. That strategy works too well and they run back to their balloon and take off. They are chased by the dragon in mid-air because it still sees the lady dragon costume.

Breezly enters Camp Frostbite during an inspection by Senator Snoop. The senator sees him, but believes he is a soldier, wearing a new standard uniform. Soon, he orders each soldier at the base to wear uniforms like that. The Colonel is now having trouble figuring out which one is the real Breezly Bruin.

The King's nephew visits and the bumbling guards teach him how to be one.

Peter and So-So land in the middle of an old Western wagon train that is being attacked by Indians. The cowboys force Peter to fight the Indian chief's son in a winner-take-all battle. Peter wins using his hippo hurricane holler. When the Indian chief finds out the cowboys are going to Hollywood, he joins up with them.

The Colonel is trying to relax around the base, waiting for his furlough to be approved, but keeps having trouble thanks to Breezly Bruin.

Yippee, Yappee and Yahooey have to save the King from a magical gift- a flying horse.

When Peter falls out of the time-traveling balloon, he flops onto Captain Bligh's pirate ship--who looks like Charles Laughton. Timing is everything. The crew has just jumped ship--and now Peter's at the beck and call of the bad captain, who has recruited him as his new crew against Peter's wishes. This time, Captain Bligh gets more than he bargained for.

A top-secret rocket launch is about to take place at Camp Frostbite. Breezly wanders around the base, and hides inside the rocket. The Colonel finds him, but they accidentally launch the rocket and now are both launched into outer space.

The King and Queen step out for the night and The King lets Yippee, Yappee and Yahooey babysit their unruly son.

Peter and So-So want to join Robin Hood and his merry men but fail the series of tests. Their last chance is to rescue Lady Marion from the sheriff. They bring the sheriff, disguised as Lady Marion, back to Robin. The sheriff announces he wants to join Robin's troupe too.

A new guard dog is hired by the Colonel to keep out Breezly Bruin. After several failed attempts at entering the base, Breezly decides to use fleas to get rid of the guard dog.

A witch comes to the castle and turns the king into a frog. Yippee, Yappee and Yahooey finds the witch to turn him back to himself. The witch does a spell and she becomes a gorgeous creature.

Peter and So-So's balloon goes too high, gets hit by an asteroid, and lands on a strange planet. Peter gets enlisted to play the beast in a movie being made there, "The Beast from Planet Earth," but things rapidly get out of hand. The part proves too painful for Peter to bear.

Breezly desperately wants to enter Camp Frostbite to go to a Military Ball, but keeps being kicked out by the Colonel. A Fairy Godmother appears and transforms Breezly into a 10-star General, so he can attend the ball.

Yippee, Yappee, Yahooey and The King go duck hunting.

Peter and So-So can break a spell on a haunted castle if they stay there overnight. Using various tricks, the resident ghost unsuccessfully tries to scare them away. With the spell broken, the ghost leaves the castle and takes residence in Peter's balloon.