When their father decides to compete to be speed-knitting champion of the world, Nick and Maxine are happy to stay with their babysitter, Mrs. Noodlekugel, along with her talking cats and four mice who wear glasses. What they don't expect is a dripping-wet, whiskered man in the kitchen the next morning! Captain Noodlekugel has left his seafaring life to train animals for the circus, and he's even brought with him a hefty bear named Drooly for practice.