The infamous Phantom Tickler has crossed the pond and arrived in the US. Scotland Yard has warned the FBI, and two female agents are on the case. They've found a possible lead, and are going to interview a man who may have some knowledge of the Tickler. Little do they know that the man is the infamous tickler himself. Two sexy FBI agents are far too much for the Tickler to pass on. Using his knowledge of mesmerism, he puts the two agents under his control, and compels them to do things like undress, fondle themselves, each other, make out, and finally, willingly and enthusiastically tickle each other to distraction. His power over them is complete, and he uses a final command, telling the agents to willingly give each other laughing gas while he makes his escape.