Fraidy finally finds a place to sleep for the night, and it's - a train cart. The train then picks up speed, and heads into the desert. Fraidy wakes up, and nearly gets hit by a tunnel, calling it a "low bridge". He jumps off of the rear cart, and lands on the tracks. Eventually, Fraidy gets thirsty, and then he summons Jasper Catdaver. He finds his friend, Ruth the Buzzard, and then they lead Fraidy to a lake that looks like a skull-and-crossbones. Smiley Coyote ruins the peace and causes Ruth to fall down. He meets Fraidy and asks him to join in lunch, but Fraidy declines, and Smiley chases a fat roadrunner jogging. Fraidy then looks for water and falls into the water. He then says "one" and summons Ant and Tinker Elephunt Cave Cat. Ant then drinks the entire lake, and then they lead Fraidy to a storm cloud. She blows the cloud to Fraidy, but a bunch of cacti drink the water from the cloud. A cougar finds Ant and Tinker, and then they disappear. The cougar (who has a voiced modeled after Senator Claghorn) finds Fraidy and tries to eat him but Fraidy successfully convinces him that he's a "young cougar". The cougar tries to make Fraidy catch a gopher, but he accidentally summons Billy the Kitt. Billy thinks Fraidy is a criminal, and he locks Fraidy into an abandoned circus truck. A circus lion tries to eat Fraidy but he runs away before he can do it. He runs into the desert and then the cartoon ends.