K.O. and Rad are getting food from a food truck when a bully zings K.O. for taking so long to order. When Radicles suggests K.O. insults him back, Chameleon Jr. says his dad can beat up K.O.'s dad. K.O. starts to argue until he remembers he doesn't have a dad, but says his mom, can beat up anybody, so K.O. gladly accepts the challenge on Carol's behalf.
Carol is upset until K.O. explains what happened, and agrees to meet Chameleon Jr. and his dad, Chameleon Sr., but only to resolve the situation peacefully. When Chameleon Sr. arrives however, he wants to fight with Carol. She tries to reason with him until he insults K.O., so she challenges him to a power battle.
Seeing the brawl, K.O. finally understands what his mom was talking about and tries to offer the Dragon Dragon Burritos his mom got him to Chameleon Sr. as an apology. Chameleon Sr. eats them all, and K.O., when he says he doesn't like to share, only to blow out fire breath from the burritos, freeing K.O. and allowing him to pull the zipper on his back, revealing Chameleon Sr. to be a large pale man in a rubber chameleon suit.
He then admits to Chameleon Jr. that he was trying to live up to his expectations, but this is who he really is. Chameleon Jr. says he loves his dad no matter what, and they walk away wearing matching fedoras.
- Chameleon Jr.
- Chameleon Sr.
- Bill Burp
- Mr. Allen Work
- Cookie Man
- Pink Turtle
- Big Alligator
- K.O.'s father (mentioned)
- Courtenay Taylor as K.O.
- Ian Jones-Quartey as Rad
- David Herman as Beardo
- Kate Flannery as Carol
- Tony Revolori as Chameleon Jr.
- Richard McGonagle as Chameleon Sr.
- The foods from the food truck are references to various video games.
- At one point during the fight, Carol states to Chameleon Sr. "So long-a Sir!", a reference to Mario's quote from the game, Super Mario 64, "So long-a Bowser!"
- K.O.'s father was mentioned of how "he was a great man and a great hero" by Carol.