Man Ray sobs crocodile tears over his situation, expressing a desire for someone to teach him how to be a good person. He quickly attempts to attack them, but is stopped by the tickle belt he still wears: a device that, with the push of a button, tickles whoever is locked into it. Man Ray convinces them that he is actually good, and so they release him. SpongeBob informs him they cannot let him go due to his evil nature.
As the two argue over the ramifications, Man Ray awakens, only to find the majority of his body still frozen. SpongeBob longs to pepper the villain with questions, prompting Patrick to activate the unfreezing process. While wandering around the Mermalair, SpongeBob and Patrick find Man Ray, one of Mermaid Man's most fearsome nemeses, encapsulated in a prison of frozen tartar sauce. The two hero hopefuls long to play with the various gadgets, but are left with the express command to not touch anything. In the beginning of the episode, Mermaid Man and Barnacle Boy are going on vacation, so they invite SpongeBob and Patrick to look after the Mermalair.
