While in the famous city of "Hollowood," the Bagge family-Eustace, Muriel and Courage-are exploring the city. But as they cross the street, the three fall through a manhole and end up in an underground cabaret-surrounded by human organs-and a giant blob-like creature. The creature explains to the Bagge family that they must perform for him and if he likes it, he will set them free and give Eustace a solid gold truck. Eustace rushes up on stage and begins to swing "Down upon the Swanee River" horribly. Eustace falls through a trapdoor. Muriel gets up on stage-much to Courage's horror- and she too falls through a trapdoor. To get Muriel back, Courage must perform for the blob. He puts on a Tarzan style trapeze act which the monster enjoys and ends it by crashing through the floor of the stage where he witnesses Muriel and Eustace sinking in a pool of stomach acid. Courage saves them and the blob begins having a heart attack. Courage finds the blob's heart and saves him. The blob turns back into a man-a performer that used to perform in the cabaret-but he was so disgusted with people's acts that he turned into an ulcer inside his own stomach. Courage, Muriel and Eustace are set free.
- This episode was inspired by one of Dilworth's prior works. In January 1994, John R. Dilworth created a short titled "Angry Cabaret", which aired on MTV's "Cartoon Sushi".
- This episode marks the first and only appearance of The Ulcer.
- This is the final episode in which Di Lung says his famous line "Watch where you're going, ya fool!"
- Di Lung's name could be seen written on his head shots.
- This episode reuses music that was featured in "The Great Fusilli" and "Profiles in Courage."
- Eustace: (seeing Courage sad that his paws don't fit the size of Flassi's) "Stupid girly-handed dog. Gah-ha-ha-ha-ha-ha!" (Di Lung bumps into Eustace and he drops his pictures) "Hey!"
- Di Lung: "Watch where you're going, ya fool! I make sure ya never work in this town again!"
- Eustace: "Lousy hippy..."