Oh!
Ahhhh!
♪
Ahhhh!
♪
Counterfeit Cat!
Max!
Are you there?
Maaax?
Throckmorton! Have you seen M...
Surprise!
Whoa! Sorry. I panicked.
Heeey...
A party? For me?
Is it my birthday?
Probably not.
It's tough to tell.
So, instead...
happy "earthday", Gark!
It's exactly one year ago you landed on earth
and ruined my perfect life.
Many happy returns, buddy.
I made you a gift -
a psychic scrapbook for your first year,
to relive all those happy memories!
Such happy, happy memories.
There! I just erased half my memory banks.
What? Why would you do that?
I don't remember.
Whoa!
Uh oh!
Evasive action!
Are we there yet?
No idea.
We need a place to hide.
Some dull, backwater planet.
Amscray, kid!
This is our turf!
Oh, hi, Ranceford.
Are you...
Yeah, cool.
Catch you later.
Wow.
I'd say "Look what the cat dragged in",
but it is the cat.
Yeah.
Nice one, The Kid.
Those are my memories!
How come you have them?!
Uh... Last time you fell asleep in here,
I downloaded your brain -
which didn't take long.
Shh! I want to watch the movie!
Shouldn't you be starting the landing procedures?
Funny thing. Guess what else I deleted.
♪ Doo-be-doo-be, doo-be-doo ♪
Betty!
At least there's one good thing in my life.
Ack!
♪ Doo-be-doo-beee, doo-doo ♪
Coded in a soft landing ♪ manually! ♪
Maxxie?
There, there, Maxxie-poo.
Scanning for dominant life forms.
Looks like that one's in charge!
Species - feline.
Intelligent. Brave. Ruthless hunter.
See also... lion, tiger,
"caaa-ut".
Wow!
We can't move again 'til I make repairs.
Make contact with this caaa-ut.
Tell him we're staying.
Me?!
I can't leave the ship.
But I can make you the perfect disguise!
A costume that will let you pass undetected.
The ultimate... counterfeit... feline!
Needs a better name.
Imitation caaa-ut!
No, still not right.
Counterfeit... uh...
feline!
No, still not right.
I think I've soiled myself!
Sorry!
Forgot to turn my universal translator on!
Can you hear me now?
I come in peace!
Don't tell anyone, but I'm not an ordinary caaa-ut.
Yeah, I guessed that
by the way you're stood on the ceiling.
Oh!
This is one of those planets where gravity goes down?
Gotcha!
My name is Gark.
This better not be a trick of The Kid's!
Because, if it is, I'll...
Ooh. You are a powerful caaa-ut!
I'm very powerful!
And, by the way, it's "cat", not "caaa-ut".
And wise, too!
I need somewhere to stay - just for a little while.
Ah-ah! Nope!
There used to be another cat here.
It didn't end well.
Sorry, buddy.
This is strictly a one-cat household from now on.
I got this.
Here, kitty-kitty!
The name's "Max"!
And I'm not falling for any...
I got kitty treats!
Ooh!
Right! Where's my treats?
And what's with the floating sneeze box?
The name's "Throckmorton"!
And I just know you're going to help do the right thing
and help my friend Gark.
What, 'cause he's young, innocent, and vulnerable?
Yeah, right!
No. 'Cause of this.
Now help him blend in as a cat!
Hey! I don't remember that!
Because I wiped your memory.
Sorry. Nodded off. Where were we?
Here you go.
You're so kind, letting me stay.
Kind? Yeah! Let's go with that.
So... you hungry, or what?
What?! Why?!
Your bowl was full of meat ninjas from Lumpulous Nine!
Oh. It was just meat, wasn't it?
Max! You bad kitty!
What have you done?
And who's this?
I'll handle this!
It was my fault. Sorry.
I'm Gark! Pleased to meet...
Who said that?
Hello? Hello?
Cats don't talk to humans - ever!
Really? That doesn't sound polite.
No, they just can't!
Gark, if you're going to pass as a regular cat,
you've got to keep a low profile!
Low profile! Yay...
Hmm?
Nooo!
Woohoo!
All done!
So, if you're still being a huge,
uncharitable jerk about this...
Yes, I am!
I think you're doing great, Max!
...we could find somewhere else on Earth to lie low...
but first, we need to refuel.
If only we had a plutonium fuel rod!
I've probably got one in my litter tray somewhere.
You do?! What a pal, Max!
Of course I don't!
Looks like there's something far more dangerous
in his litter tray..
But there's a nuclear power plant not far off!
If you think I'm going to break into
a nuclear power plant...
you'd be absolutely right.
But not without my best bud!
Oh, come on!
Who puts all this around a nuclear power plant?!
We can't get through.
What a shame.
But you're a cat!
You're stealthy!
And brilliant!
Well, when you put it like that...
The way you defeated that electric fence
was super stealthy!
Yeah, cheers.
Uh oh!
- I got nothing. - What?!
Truth is, this cat ain't quite the hero you thought he was.
I'm sorry.
Okay... What was that?
Sorry, Max.
I know you said "stealthy", but I got scared,
and, when I get scared, I...
Okay, "be cool" - good to know.
Now let's go before whatever that was starts doing
whatever that was!
♪
Well, in we go!
You thought I'd go in with you?!
No way!
You're on your own, my little galactic Galahad!
Off you go! Get in there!
Okay.
Gark!
I told you not to go in there!
Hang on, Gark!
I'll save y...
Oof!
Uh oh.
No!
Gaaaaark!
Go ahead! Arrest me! I don't care!
It's not like Gark was my bestest friend and I lost him!
Ack!
It's me! Gark!
Gark?! But...
That's my suit.
Had to ditch it to squeeze through the vent shaft.
Don't ever do that to me again.
That glow is giving us away!
Ooh! Minty!
But how do we find our way out now?
I got this!
Didn't you know?
Cats can see in the dark!
Come on! This way!
Ow! This way.
Ow!
Uh... This way.
Ow!
I mean... this way.
Ow!
We're good to go, Gark!
So... I guess this is goodbye, Max.
Oh, right. Yeah.
Well... if you've got to go...
No, sure, yeah.
Where will you go?
Someplace desolate - the Arctic,
the bottom of the sea, Scotland...
Hmm?
It's the land of Scots.
Okay. I mean...
unless... you...
want to stay with m-m-m...
With you?
Yes, please!
Oh! You're my best bud, Max!
Doesn't matter.
Dumb old ship's busted again!
Cheap Earth plutonium!
Ugh. Calm down, Gark!
I got you a goodbye gift to replace the one you lost.
I made it myself.
I love it!
You serious?!
I could make you a proper replacement.
See?
This one's more "me".
Room to grow!
Okay. No hard feelings.
Happy earthday, Gark!
What a year!
I've been to space, the sun, other dimensions, been...
shot at, vaporized, humiliated, shaved, shrunk...
Sorry. Nodded off.
Happy earthday, Gark!
And thanks for all the memories!
Oy! Meow!
Maxxie hungry!
"Meow!"
Me... yow!
Max, you just ate!
And your point is...?
Come on!
Food? Meow?
Me... yow!
Meow-meow, meow-meow!
Come on! Meow!
♪ Coming, fluffybottoms! ♪
My goodness!
Zaxos!
Intergalactic criminal disguised as a wart
who came to destroy us in a previous episode...
of our lives...
who we exiled into space in a bubble!
But now she's back for revenge!
Please, don't take my friend first!
Ooh! Careful, sweetums!
That's not a toy!
Max, that's not Zaxos.
That's just a wart!
Whew!
Yeah...
Not attractive enough to be Zaxos!
Zaxos!
Why are you here?
I totally understand why you're angry -
the whole "trying to destroy you" thing -
but I'm here to make amends.
Look. I brought a present.
Sort of burned up on re-entry.
Point is I've changed.
Changed?! Ha!
That's five-day-old fish - I ain't buying it!
Gark, you have the honor.
It will be my pleasure!
What's it going to take to convince you?
You can't!
Never. Never-ever!
Come on, Max. You're smart.
You're good-looking.
A guy like you gets it.
Hmm. You make a good point.
I am pretty smart.
"Good-looking" goes without saying -
even as a little ol' kitten.
The point is you've changed.
Me? Look at you!
You've changed so much!
Max... this is a trick. I...
Shh, Gark!
The smart ones are talking now.
I'm sending you back, Zaxos!
At least let me make amends first.
Why should we trust her?
She won't even look me in the eye!
Let's all take a journey together -
the journey to forgiveness.
What do you say, Max?
Hmm...
Let the healing begin.
♪ I'm going to the library! ♪
Be good!
Ohhh, that sweet, smooth cheek!
Uh, Zaxxie? Healing? Over here?
Huh? Oh! Right!
Did you see that? She's up to something!
Good grief, Gark.
If she was going to do something nefarious,
she'd do it!
Not go through some unnecessary, convoluted
scheme of tricking us!
This is real life,
not one of your silly TV shows.
So, who's up for some amends?
Woohoo!
Hmph!
Hey!
Oof!
Whoa!
Hmm.
Mm-hmm!
Gark, please!
I'm doing my best! Can't you see that?
I swear I've changed!
Will you swear on your mother's life?
Yes, yes. I swear on my mother's life.
Believe her, Gark.
Then start getting in on some of these
totally sweet amends.
Biscuit me!
Well...
okay, Zaxos. I believe you.
Oh, man, that's great!
Thank you, Gark, thank you.
Hey, I've got a much better "amends" for you guys
than biscuits! Come on!
Okay. Go stand right over there,
on that X.
Yeah, X. Uh...
It stands for "X-cuse me for all the bad things I did."
This seems a lot like a trap.
You think everything is a trap.
The only way this could be a trap
is if this happened! Traaap!
How do you two like being trapped in a bubble?
But you swore!
On your mother's life!
I'm a wart!
We don't have mothers!
Gark, do you know nothing about papilloma viruses?!
Sorry, Max.
Now that you're trapped,
I can go get Betty's sweet cheeks!
No! You can't take Betty!
I'm not, you fool.
I just want her cheeks!
What's Betty going to do without cheeks?!
Eww!
Oh! And PS...
I didn't mean any of the compliments!
Not even "lustrous"?
Especially not "lustrous"!
- Ack! - Whoa!
Where's the library?
Thanks, human swine-filth!
Uh, no, thank you!
So...
What do you want to do today, Gark?
Your choice.
No? Hmm...
Say, I'm a bit snacky. Are you snacky?
Why don't I whip us up...
Max! We have to save Betty!
I know!
Oh, this is all my fault!
I mean, I'm still a bit snacky,
but now it's guilt-snacky.
It's my fault, too, Max.
Oh, yeah, so it is - as usual.
And, as usual,
it's up to me to find a solution.
Got it!
We'll roll this thing to the library!
I'll try my lasers!
If I know anything about laser-resistant space bubbles...
we can overinflate them until they pop!
What kind of mad sorcery is this?!
I know of something...
but I've never tried it before.
Do it! It's Betty we're talking about!
You have to stick your fingers
in my cranial sense receptors.
On second thoughts...
she doesn't really need cheeks.
Max...
Ugh!
That's disgusting!
It's like I can feel, taste, and hear it all at once!
Ugh! I'm going to hurl!
Keep going, Max! It's getting full!
The bubble's about to...
To the library!
I feel snacky again.
It didn't take long to catch up to her!
Yeah, well, her legs are only a millimeter long!
Excuse me.
Which room is the meeting?
It's my first time.
Oh. Um...
It's my first day.
Um... That way.
Betty!
Quiet!
Ugh! Libraries are so stupid!
No wonder everybody hates them!
Quiet!
Oof!
Nice, Gark!
I may just forgive you for getting us into this.
Laser the door - quick!
I will not!
Why not?!
Because it's open.
We've got you now, Zaxos!
Whah?!
Look at all those warts!
Let's call to order this meeting
for the Society of Warted Peoples.
Today's discussion is the dangers of wart cream.
I found her!
Whoops! Not Zaxos.
I'll, uh, just put that back on.
♪
Game over, Zaxos!
Ack!
Oh.
Max?!
Get that cat!
Stop him!
Gark, it's hopeless!
Or possible!
There's only one kind of wart I know that screams!
Hey!
Huh?!
Oh!
Oof!
It burns! It burns!
You've been awfully "cheeky", Zaxos!
Wordplay.
Best we get out of here!
Wait 'til you see what we have in store for you.
Are you going to use your tentacles like a slingshot
to launch me into the far regions of outer space?
Maybe I am, maybe I'm not!
But I am!
Tell Betty to keep those cheeks warm for me!
Well, Gark, it's like I always say:
a day without defeating an intergalactic wart
is like a day without sunshine.
There they are!
They destroyed all our warts!
Our beautiful warts!
I'd been grooming mine for months!
Get them!
I still have a wart!
Come on!
Have a rub, and you'll all start
growing your warts back in no time!
Eww!