Lapitch and Brewster bid farewell to the squirrels. While leaving for home, an afternoon of unusual weather culminates with an evening storm, forcing them to find shelter. They meet Dirty Rat under the bridge, who introduces himself as the "King of the Underworld". The next day, Lapitch wakes up shocked to see his boots gone. As he looks for them, he meets the orphaned Lisa (Gita) and her parrot Pico (Amadeus) who came from a circus whose ringmaster mistreated and left them behind. During their journey, the mice and their pets meet Melvin's mother and help her chop wood. Worried about her son's misbehavior, Melvin's mother gives Lapitch a lucky coin before they leave. Dirty Rat later gives Melvin the coin.