After eating a sandwich at a truckstop purchased from a mens room toilet, Fry is infected with worms. But these worms are far from normal and they transform Fry's mind and body into tip top condition. The Planet Express Crew launch a mission to rid Fry's body of the parasites and have Leela spend time with him to distract him from the mission. Leela falls for the new Fry, impressed by his new found eloquence and sets out to ensure that the mission to destroy the parasites fails.
Leela succeeds in her mission but Fry fears that Leela loves the parasites and not him. Fry forces the parasites to leave and he returns back to his normal self, only to have Leela no longer intersted in him.