A butterfly flies around the Jungle and lands on a rock. Pumbaa sees the butterfly and tries to scare it away. The butterfly, however, shows no fear in the warthog stalking it and instead gets on his snout. With Pumbaa realizing how cute the butterfly is, he decides not to eat it. Timon then shows up and tells Pumbaa that he saw the butterfly fly by, making Pumbaa quickly hide the insect inside a big black hat before the meerkat sees it. When Pumbaa lies to his friend by telling him that he hasn't seen any butterflies and that there isn't one hiding inside the hat, Timon becomes suspicious and takes the hat off of Pumbaa, revealing there to be other different types of hats under the black one until the original hat comes back.
Timon finally finds the butterfly under the hat and tries to kill it with a fly swatter. The meerkat then catches the butterfly, but then a butterfly collected, who is the Peter-Lorre husband, catches the insect as well and throws Timon into one of Pumbaa's nostrils. When the butterfly collector traps the butterfly in a jar and flees, Timon and Pumbaa follow the butterfly collector all the way to his treehouse in order to rescue the butterfly.
When the duo gets to the butterfly collector's treehouse, they realize that the house is guarded by his pet tiger, who is shown to be extremely vicious and homicidal. This leads to Timon and Pumbaa trying to figure out a way to pass the tiger. The two friends try various attempts to pass the tiger guard in order to get inside the treehouse such as using a jack-in-the-box, giant rubber band, magic carpet, horse, jet plane, catapult, etc. All of these attempts, unfortunately, backfire.
After all the trouble Timon and Pumbaa went through, Timon tries to think of another plan to pass the tiger, then Pumbaa gets an idea to use a pixie dust to get rid of the tiger. The warthog gets a bag, but Timon doesn't think it will work because he doesn't believe in pixie dusts. The meerkat throws the bag behind the fence and he and Pumbaa see the tiger fly away.
Timon and Pumbaa finally get in the house and see the butterfly collector's butterfly collection and then they see the collector putting the butterfly in earlier into one of his collections. Pumbaa goes berserk and knocks the collector out of his house and towards China according to Timon. With the Peter-Lorre husband utterly defeated, Timon gets ready to eat the butterflies but Pumbaa stops him and tells his friend that they came in to free the butterflies. After doing so, the butterfly collector is back to his house in Chinese clothes.
The collector sees that Timon and Pumbaa let the butterflies go and threatens to put the two in a new collection he's starting. The butterflies get back in the house and, for their revenge, put the collector in a jar, rescuing Timon and Pumbaa. Pumbaa is happy for the butterflies' rescue and he sees that Timon has one butterfly in his mouth, which is the original one from earlier. Pumbaa makes Timon spit the butterfly out of his mouth and the insect flies away freely.
The artwork for this episode's title card would later be reused as the title card artwork for all the episodes of the third season.
The first few airings of this episode had a scene with the butterfly man. This scene was removed in future broadcasts as well as those aired on Toon Disney.