(The episode starts on Halloween. Noah, dressed up as a robot, goes rings the doorbell at Betty’s house. She opens it, dressed in her Galactic Guardian form.)
Noah: (Talking like a robot) Trick or treat!
Betty: Wow! Great bot suit! I’m a Galactic Guardian.
Noah: Cool! (He removes his robot mask.) How’d you come up with that?
Betty: Oh, I just made it up.
Noah: Come on! Let’s go before all the good stuff is gone! I love Halloween!
Betty: Bye, Mom! Bye, Dad!
Betty’s Mom: (offscreen) Bye, Betty! (Betty and Noah go out the door.)
Noah: First, we wreak in the goods on both sides of the street. Then we head to Mr. McFerrison’s Halloween ride.
Betty: What’s the theme this year?
Noah: I hear it’s top secret. (Suddenly, a skeleton drops down from a tree, frightening Betty and Noah.) Yikes! (The camera moves up to reveal Duncan dressed up as a Frankenstein holding the skeleton with a black rope and he laughs.) Very funny, you big jerk!
Duncan: Gotcha! (laughs) I didn’t know robots were such chickens! (He laughs again as Noah and Betty walk away.)
Noah: I hate that! He pranks me every year! Well, this year, I’m gonna scare him back! Um, I wasn’t really scared, you know. (Betty’s bracelet starts beeping and they gasp.) What’s that?!
Betty: Nothing. Part of my costume. I need to fix it. You start without me. I’ll catch up. (She runs off and hides behind a house. When she presses the button on her bracelet, Sparky and X-5 appear.) You guys can’t be seen down here!
X-5: Captain, we have an emergency.
Sparky: Relax. People will think we’re wearing costumes.
X-5: We have a message from Admiral DeGill. (He opens his body and Admiral DeGill calls.)
Admiral DeGill: Atomic Betty, your old nemesis, the Chameleon, has stolen the Scythian President’s brain when it was out getting clean. (He shows a picture of a brain in a jar.) He’s flect to the furthest, most out-of-the-way planet he could find.
Betty: You mean Earth?! How insulting!
X-5: It’s worse. He went to the most out-of-the-way town too.
Betty: Moose Jaw Heights?! No way!
Sparky: Way! I’m just thrilled to be here on Halloween!
Admiral DeGill: You must find him. The Scythian Starfeet is on its way. And they swore to attack wherever he hides. (Later, Betty and her crew are walking on the street while Sparky is eating a bag of popcorn.)
Sparky: (gasps) Someone just gave me a bag of what I think is exploded corn! How do I get more?
Betty: Why would the Chameleon steal a brain?
X-5: The Scythian President insulted Maximus by calling him a villain, when everyone knows he’s a supervillain.
Noah: Hey, Betty. Who are these guys?
Betty: Um… these are my cousins.
Noah: (Talking like a robot) Greetings, fellow robot.
X-5: Why are you talking like that?
Noah: Robots talk like this.
X-5: I do not talk like this.
Noah: Yeah! That’s more like it!
Sparky: Say I wanted to get some of your Earth candy. How do I do it?
Betty: My cousins are from out of town.
Noah: Just go to a door and say trick or treat. I gotta go. I’m planning a big prank for Duncan. (Sparky runs to Betty’s house and rings the doorbell. Her mom comes out dressed as a rabbit.)
Betty’s Mom: Oh, aren’t you the cutest?!
Sparky: Tricky trench! No, wait. Stincky stench! Craters! I forgot the password. Uh, you got me slugworms?
Betty: (As Sparky comes back with some candy) I can’t believe this is happening!
X-5: Captain, look! The Chameleon! (They see the Chameleon walking with the brain.)
Betty: Hold it right there, Chameleon! (He runs off.) After him! (The Chameleon hides behind a fence and disguises himself as a boy dressed as a pirate. Then he runs again.)
Sparky: Over there! At the brain holding pirate! (The Chameleon goes inside a house and disguises as Penelope dressed as a princess.) Now he’s a princess! (Betty jumps on Penelope.)
Betty: Gotcha! (But the real Chameleon comes out and dresses up as a bee.)
Penelope: Betty! What are you doing?
Betty: Um… just admiring your costume. Sweet. (She gets up.)
Penelope: What are you wearing? Your pajamas? (She sees the Chameleon.)
Betty: Get him, X-5! He’s a bumble bee!
X-5: Sparky, he’s a bumble bee!
Sparky: I’m kind of busy. Prevel drinking! (As he tries to get candy, Betty and X-5 go after the Chameleon.) No, that’s not it. Me want treat! (Someone gives him candy. The Chameleon runs to Betty’s house and rings the doorbell.)
Betty’s Mom: Oh! You’re so cute! Buzz, buzz, buzz! (She opens the jar and puts some candy in it.)
The Chameleon: Madame, you have just put candy on the Scythian President’s cerebral cortex.
Betty’s Mom: (Putting the cover back on the jar) You kids and your imaginations. You’re just like Betty.
X-5: There he is! (The Chameleon runs into the woods.)
Betty: Get Sparky and meet me in the woods. (Later, she and her crew are looking around the woods.)
Sparky: (Being dragged by X-5) I don’t think I’ve been so happy in all my life! (He eats more candy.) I got this stuff called taffy! It’s like Lenuclean road tar but edible! (He eats even more candy. Betty looks at him with an annoyed look.) Sorry. I’ll chew softer. (Suddenly, Duncan’s skeleton appears from above and X-5 screams.)
Duncan: (laughs) You robots are so easy to prank!
Betty: (As Duncan runs away laughing) Quite being such a fraken-pain! (X-5 gets a call from General Zag.)
General Zag: Atomic Betty, this is General Zag! You must return our president’s brain! Without it, he’s only half as smart as he once was! (The Scythian President can be seen jumping around the ship.)
Betty: But, sir, the Chameleon still has it!
General Zag: You 5 seconds to capture him, or we begin firing! (As soon as X-5 ends the call, shots are fired.)
X-5: Technically that was only 3.4 seconds.
(Meanwhile, Betty’s mom is giving candy to Penelope and she hears the shots.)
Betty’s Mom: Oh, look! The Halloween fireworks have started early this year! (laughs)
Penelope: Ooh! It’s a sign Mr. McFerrison’s ride is ready! I better go!
Betty’s Mom: If you see Betty, tell her to stay out of trouble! (As Betty and her crew dodge the shots, the Chameleon appears and turns into a monster. Sparky tries to attack him, but he throws him on the ground. Luckily, Betty attacks from behind and a shot hits a tree. The Chameleon turns into bat and flies to his ship.)
The Chameleon: I’ve had it with Earth! Who would’ve thought this planet would be popular! The travel agent said it would be empty! (He runs onto his ship and turns it on. Then it flies off.)
Betty: He’s getting away in his ship! (She and her crew teleport to their ship. As the Chameleon flies, he hears children cheering.)
Penelope: Wow! Mr. McFerrison, I’m very impressed with your ride! It’s so realistic!
Noah: Yeah! Ghoul Alien is cool!
The Chameleon: GET OFF MY SHIP NOW! (He turns into a werewolf and howls. But the kids refuse to run away.)
Duncan: Now that’s a good trick! (Betty and her crew are on their ship and going after the Chameleon.)
X-5: Come in, Chameleon. This is Atomic Betty’s ship. Over.
Noah: I read you. Over.
Betty: Noah? What are you doing on The Chameleon’s ship?
Noah: Hey, Betty! What are you doing there? Are you working for Mr. McFerrison?
Betty: You have to get off that… um… ride. You’re in extreme danger!
Noah: Oh, right! (He talks in a robotic voice.) Extreme danger! Take in face of action!
X-5: Robots do not speak like that. (Betty gasps because the Chameleon is by Noah.)
The Chameleon: Will you leave my controls alone?! (He takes out a chain saw and Noah dodges it.)
Noah: Yikes!
Sparky: (Still eating candy) They’re coming under fire from the Scythian Star Fleet! (The ship begins firing at the Chameleon’s ship.)
Betty: Activate the laser shield! We have to enter Seth Scythian rockets! (The spaceship with the shield over it flies toward the Scythian ship and it fires at it.)
X-5: We’re losing the shield! (On the Chameleon’s ship, Penelope is looking at the view of Earth.)
Penelope: (gasps) He’s even got an Earth projection in here! Oh, I’m so going to get my father to buy me one of these!
Duncan: My family went to Space World last year. The ride there was way better. (Betty teleports onto the Chameleon’s spaceship.)
Betty: Everybody, get away from the windows! We’re under attack! (The children laugh at her.)
Penelope: Typical Betty, always trying to hog the spotlight.
Duncan: What this ride needs is some real action! (He laughs and uses the controls on the ship. It moves very fast and the children scream as they move around. It flies around the Scythian Star Fleet and toward Betty’s ship. It then flies around the moon and falls toward Earth.)
The Chameleon: Get these brats off of me! (Betty presses a button on her bracelet and a rope lassoes Duncan’s ankle, causing him to be moved away from the controls. Then she takes control and slows down the ship’s fall and it lands safely. The children get off.) Get out! Get out! All of you! Your Earth children are impossible!
Betty: Hold it right there, Chameleon! Hand over the brain or the Scythians will blow us all up!
Penelope: Give it up, Betty. Your acting is terrible. And that costume? Lame! (As the Chameleon runs off with the brain, Duncan grabs it.)
Duncan: What’s the big deal with the phony brain? What is it anyway? Jelly?
The Chameleon: (Jumping up and down to get the brain) No! Give me that brain! (He sees a ghost behind him and he and Duncan scream and hug each other. Betty sees the brain flying and runs to catch it.)
Noah: (laughs) Got you, Pain! You were great! Sucker! (The Scythian people arrive.)
The Chameleon: General Zag! (He runs to General Zag and hugs him.) You’ve gotta get me off this planet! I can’t take it any longer! (He cowers in fear.)
General Zag: (Comforting the Chameleon) There, there. Now, where is the President’s brain?
Betty: Here. Complements of the Galactic Guardians. (He gives General Zag the brain. One of the Scythian residents traps the Chameleon in a green bubble.)
Noah: Geese, Betty. That space dialogue was so cornball. But the effects, very cool!
(In space, the ship is watching the Scythian Fleet fly off. Sparky still has candy in his mouth.)
X-5: Hmm. I wonder what horrible fate awaits the Chameleon now? (On the Scythian Fleet, the Scythian President, who has his brain back, is punishing the Chameleon.)
The Scythian President: Huh. So you’re the mighty Chameleon who stole my brain. (laughs) I don’t find you so scary at all.
The Chameleon: You want scary? Oh, I can show you scary! (He disguises himself as Penelope.) Look at me! I’m an Earth child! They’re monsters, you know! MONSTERS!
The Scythian President: Oh, he’s right. Look at that horrible face. (Back on Earth, Betty and X-5 are leaving the woods.)
X-5: I am curious, Captain. Exactly what kind of plant species grow one of these beans of jelly?
Betty: It’s hard to explain, X-5. Where did Sparky get to? (It is revealed that Sparky is being carried in a wagon by Noah. He is overweight from eating a lot of candy.)
Sparky: Trick or treat! Hey! I got it right! I love this planet! (The episode ends with him eating more candy as Betty laughs.)