Waffles the Cat and Don the Dog are traveling through the air in their small plane when a black raincloud suddenly storms above them, issuing a man-shaped lightning bolt that chases them. The pair end up crashing into the ocean where they meet a singing walrus wearing a top hat. He is only a hint of the strange things to come. They eventually enter a sunken ship marked "Davy Jones", which is swimming with bizarre sea creatures. It is also haunted by floating skulls and animate skeletons. Waffles and Don eventually find themselves making music as drunk turtles sing, an octopus dances and a lobster shakes her stuff. The fun ends when a skeletal Davy Jones appears.