Jim was just your average Earthworm until he stumbled upon a supersuit that evolved him. It also gave him super-strength, and various gadgets. But the forces of evil (Psycrow, Professor Monkey-for-a-head, Queen Slug-for-a-butt) looms to in to take his super-suit. He now fights evil with his sidekick Peter Puppy (who has an Incredible Hulk complex) and his girl friend Princess What's-Her-Name. But does Jim have what it takes to save the world? And where does that cow keep coming from?