Tom guards the cheese store against Mall Mouse, who is really Jerry, after closing time. But Jerry uses the toys in the toy store to get by.
Inside a mall, at the cheese department, called "Say Cheese", Tom is snoozing on a wheel of cheese. The store's owner berates Tom for sleeping on the job and spins the cheese wheel (with Tom still on it, and lands inside a slab of swiss cheese) and tells him that if Mall Mouse (Jerry) gets inside again, Tom is through. The store owner then leaves the cheese store and locks it up. Tom then goes back to sleep on a rug. At the toy department, Mall Mouse appears out of nowhere and unlocks the cheese department's door. Tom tries to stop Jerry with a baseball glove, but Mall Mouse's car goes right through his glove. The mechanical hand from Mall Mouse's car chops up blocks of cheese. As Mall Mouse heads back to the toy department, Tom tries to catch Him with a net, but ends up crashing into a shelf of dolls and comes out looking like a baby with a pacifier in his mouth and a bonnet replacing his cap.
Tom boards up the store and sees Mall Mouse driving a bulldozer. Tom laughs at the idea that a tiny bulldozer will smash through the boarded door until a wrecking ball smashes the boards. Mall Mouse then grabs more cheese with Tom having tread marks on His back. Inside the toy store, Tom looks around to find Mall Mouse. Mall Mouse uses a paraglider to swoop down on Tom. Jerry almost hits Tom from the tip of His head and sees Mall Mouse flying to the Cheese Department. Back in the cheese department, Tom throws cheese slices at Mall Mouse like frisbees until one of them narrowly hits Mall Mouse's paraglider. but one of the cheeses zoomed back to Tom like a boomerang, stuffing it down Tom's mouth. Tom tries to catch Mall Mouse with Swiss Gouda String, but it catches a ceiling fan, spinning Him around and around.
Back in the toy store, Mall Mouse uses a toy hockey player to fling himself inside a hollowed-out hockey puck to the cheese department with Tom (dressed as a hockey player) unsuccessfully trying to knock Mall Mouse back to the toy department. Mall Mouse eats a block of cheese and Tom, still in hockey gear, knocks Mall Mouse around until he falls down the stairs. Later, Tom puts up cardboard boxes surrounding the cheese department to make it look like a Stronghold. Mall Mouse walks up to the fortress, and a drawbridge falls with a red carpet unraveling in front of Jerry. Tom hides, ready to smash Mall Mouse with a wheel of cheese. Mall Mouse sees the wheel uses a button to summon a toy dragon. The dragon breathes fire, melting the cheese and covering Tom as a cheesy blob, Tom comes out and the Dragon runs away.
Mall Mouse in a makeshift tank made of tinker toys battles Tom with a Tank made out of cheese. After Tom covers Jerry's Tank in cheese, Jerry blows on a bugle to summon wind-up mouse soldiers with sharp teeth chomping up Tom's tank and carrying Tom outside the mall and throw him into a dumpster, which a dump truck takes away Tom, as Mall Mouse celebrates.
- When Jerry successfully steals a few cheese pieces, His muzzle is Brown instead of the usual beige.