The show begins with the Ghost Monsters dressed as Power Pellet Trees to fool two Pac People to take them to the Power Forest. The two Pac People load them in their truck and drive off. Once the truck has stopped the Ghost Monsters reveal it was a trick to get them to the Power Forest, however one of the truckers reveals to be Pac-Man and also reveals that he tricked them and shows them that it isn't the Power Forest but the Power Pellet Picking Plant, leaving the Ghost Monsters angry. They attempt to chase Pac-Man, but get caught in the machine. The machine releases their eyes and they flee.
The Ghost Monsters return to Mezmoron's lair and try to sneak pass Mezmoron but he catches them and tells he isn't surprised that they failed. Mezmoron tells the Ghost Monster that he has made a formula to make them powerful. While he talks, Inky spots a fly and tries to swat it, however he accidentally swats the formula and causes it to splash out on him and the other Ghost Monsters. For a second they sense no difference but quickly turn into Super Ghost. Mezmoron orders the Ghost to find the Power Forest, but Clyde quickly says that they will bring the forest to him.
At the Power Forest Pac-Man plays around but is immediately told that the Ghost-Monsters are attacking the town, he quickly eats power pellets and runs to the city. Pepper is up on the bridge where Pinky destroys it, but Pac-Man manages to save her, they try to hide, but are cornered by the Ghost Monsters. Clyde orders Blinky to use his heat eyes on Pac-Man and Pepper, but Blinky tells he cannot control his heat eyes because they don't work right, but Clyde orders him to do it anyways, Blinky eventually does, but instead the lasers go sideways hitting Clyde and Inky, giving Pac-Man and Pepper a chance to run, but Pinky stops them and Sue chomps Pepper, Pac-Man tries to rescue her but is frozen by Clyde and chomped by Inky. Pinky orders both of them to tell them where the Power Forest is, however they quickly realize because of their powers, they don't need to follow Mezmoron's orders and decide to take over Pac-Land for themselves.
Pac-Man and Pepper leave to find a way to stop the Ghost Monsters, they then find a formula to turn them into Super-Pacs, they turn it into Power Pellets and they become powerful then fly off to Pac-Land where the Ghost Monsters are messing with the city. They spot Pac-Man and Pepper and quickly realize their new powers and try to flee, however they get chomped and are turned back to normal. Pac-Man flies around where everyone thanks him for saving them, however the formula wears off, and Pepper tells him he will always be great to her.
- While in the truck the Ghost Monsters have their colors swapped a few times.
- Inky destroys a blue building when the Ghost Monsters are first destroying Pac Land however the same building reappears again when Pac-Man and Pepper try to hide under before Sue pulls it away.
- When Inky is chomped by Pac-Man his ghost suit doesn't disappear until he flies away.
- This is the first episode where the Ghost Monsters willingly refuse to take orders from Mezmoron, its unknown how they got their job back in later episodes.
- Sue is the only Ghost Monster to have her name completely spelled on her cape, the others only had the first letter of their name on their cape.