Baloo, Kit, Rebecca, and Molly go to see a monster movie and Baloo is not watching because he doesn't want to see the scary scenes. Molly disappears and Kit sees her shadow on the scfreen and points to the balcony. Rebecca goes and gets her and tells her that she is not big enough to be on her own.
While Baloo and Rebecca are busy doing inventory, Molly notices someone at the tower structure down the street and catches a glimps of them when the lightning occurs. She says that it is a mad scientist and no one believes her and think that she is exaggerating. She leaves when no one is looking to go and investigate. She accidentally enters the building when she knocks down a hornet's nest and they fly out and after her. She falls in the building through an open window and when she turns on the lights, someone sees this and calls out. She panics and starts using Lucy (her doll) to try and turn the lights off but winds up turning on other things and in a panic she runs through the middle of the machine and it zaps her and she disappears from sight.
Rebecca notices that Molly is missing and asks Baloo and Kit where she is and Kit remembers what she had said about the building and has a good guess where she went. They go to the building and they find a scientist. He explains that he lives there and has been working on an invention. It's a shrink ray and he sees that it's been turned on and figures out that Molly probably accidentally shrunk herself. Rebecca is getting upset because they could very well step on her. She and Baloo come up with an idea and they have Dr. Zhivaldo shrink them and the Seaduck. They take off after some help from Kit and fly around to look for Molly as Kit and Dr. Zhivaldo try and recalibrate the machine to enlarge objects. They find Molly being carried away by a rat and when they chase it they see that the hornets that Molly had angered are now after them. Baloo pulls off a maneuver that puts them behind the hornets and he chops off some of their stingers and they retreat.
Baloo and Rebecca chase the rat through it's hole and are nearly swatted as it tries to keep them away from Molly. Rebecca opens the back and uses Kit's line to grab Molly as they make another pass. The rat doesn't give up easily and chases them. They radio Kit and tell him that they are coming out and he and Dr. Zhivaldo have finished their work on his machine, even though they had extra parts and Dr. Zhivaldo can't remember what they were for. They hit the switch as Baloo and the others approach and Baloo has to hit the brakes at the same time and they crash into the wall. The rat also went through the ray and now it is huge. The machine became unplugged during the process and now they have to plug it back in in order to shrink the giant rat. Molly sneaks by the rat since she is so small, it won't notice her as Rebecca and Baloo keep the rat's attention focused on them. Molly plugs the machine in and the rat is shrunk. Rebecca tells her that she is sorry that they ignore her and promises to pay attention to her more. Dr. Zhivaldo's machine starts to catch on fire and now he remembered what the parts were for. He tells them that they shouldn't worry about that machine, he has a better idea now called television. Baloo says that that is the last they will probably ever hear of Dr. Zhivaldo and his crazy invention.