Picking up where the last episode left off, the night the play begins, the cast and crew learn that Flem has been struck with chicken-pocks, so Chicken gets the role, while Cow is the new leading lady, since Wee Wee caught the pocks too. The play goes on, and all the weenies cast out the Ugliest Weenie, but soon learn that ugly is good, because it means that he won't get bar-b-qued, and eaten.