"Let's Play Leapfrog" is the 46th episode of the second season of Kaeloo and the 98th overall.


Stumpy comes up with the insane idea that all of Smileyland's sheep are aliens... but his idea might not be so crazy after all.


Kaeloo is playing leapfrog with Quack Quack and Stumpy, but Stumpy refuses to play since he thinks that the sheep are aliens. Kaeloo tells him that he plays way too many video games, but he continues to say that they are aliens, and says that he even saw them with his own eyes.

A flashback is shown to one night when Stumpy was alone sitting on the couch, playing video games, when a UFO abducted him. At first, Stumpy was happy to have an interesting story to tell Ursula, but he started freaking out when he realized that he hadn't saved his game. He found himself strapped to a board when the aliens came in. They looked like normal sheep at first, but then they stretched out their tentacles and other limbs (which are weapons such as chainsaws).

The flashback ends, and Kaeloo dismisses it as nonsense. He then panics because the sheep have been present in several episodes of the show. Kaeloo asks Stumpy how he escaped from the UFO if his story is true, and a flashback is shown to the aliens simply throwing him out of their UFO. He mentions that they examined his acorns before letting him go. Kaeloo tells him that they are just gentle sheep, and tells him to pet one, which he refuses to do. Upon seeing a sheep bleating, he panics because he thinks the aliens know that he is aware of the fact that they are aliens.

As Kaeloo tells Stumpy that he is just imagining, a sheep behind her stretches out its tentacles, and Stumpy sees it and screams. Kaeloo turns around and the sheep retracts its tentacles, so she sees nothing wrong. Mr. Cat emerges from a nearby cat flap, having a hangover, and starts complaining about the noise. Kaeloo decides that Stumpy needs help, and then she lectures Mr. Cat on the importance of limiting his consumption of alcohol. He notes that friends should share everything, and he decides that headaches are included. He launches a spiked ball onto Quack Quack's head. Kaeloo tells him that it's not the time to be tormenting Quack Quack, and Stumpy intervenes and says that aliens are planning to convert Planet Smileyland into "Planet of the Sheep". The others simply start laughing at his idea, and he decides to dissect the sheep (with a plunger) to prove that he is right. Kaeloo pulls him away from the sheep and says that she will get help for him.

Stumpy is lying on a hospital gurney and Kaeloo is telling him to relax, as the doctor will be arriving soon. The doctor shows up, and to Stumpy's horror, the doctor is a sheep. He tries escaping, only to find sheep everywhere he goes. Kaeloo and Quack Quack decide to continue their game, but quickly change their mind when UFOs with alien sheep in them show up. The aliens chase them and almost capture them, but Stumpy shows up and attacks the aliens with plungers. An intense fight ensues between Stumpy and the sheep, and as Stumpy lunges towards them for a grand finale, Kaeloo's voice is heard calling his name.

It is then revealed that the whole thing took place in Stumpy's head, and his turn to play leapfrog hasn't even started. He screams "Tentacles!" and runs off, to Kaeloo's annoyance and confusion. Later, Stumpy, with a strange facial expression, is playing leapfrog with the sheep, and Kaeloo sees him and is happy to see him having gotten over his fear. She asks if she can play with him, and he turns around and says she can in a strange voice with swirling eyes, implying that the sheep really are aliens and Stumpy is now under their control.


Key Characters

  • Kaeloo
  • Stumpy
  • Sheep

Supporting Characters

  • Quack Quack

Minor Characters

  • Mr. Cat

Mentioned Characters

  • Ursula


  • The sheep were also seen in their alien form in the episode "Let's Play Fatal Destination".
  • This episode confirms that Smileyland's sheep are aliens.
  • Kaeloo does not transform in this episode.


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