Fabtopolis' greatest supervillain, a magician who goes by the pseudonym The Great Jim, has just kidnapped the city's mayor (Leslie Nielson) and his wife (Laura Kightlinger). Four of the world's most spectacular superheroes are called to the rescue: Beakman (Greg Giraldo) -- the leader of the group, Squak (Eric Christian Olsen) -- the wannabee, Cleara (Carla Gugino) -- the see-through hero, and The Stoner (Ben Harr) -- a loser who becomes a large stone monster when he gets high. The Great Jim is building a device that will allow him to sound like anybody in the world and this group of superheroes must stop him and save the mayor or the entire city will be destroyed.