Bear trainer Penelope is trying to teach her bear Bobo the proper way to roll over. Unfortunately Bobo can`t do it, and Penelope is not happy about it. She uses a whip on Bobo as a way to discipline him. Bob is n to happy about how hard he is being whipped, so he sprays Penelope with a water bottle and crawls away. Now Penelope is mad as she looks for her bear, just then Bobo hits her on the head with a frying pan. When she wakes up she finds herself handcuffed on the floor and Bobo standing over her with the whip. He proceeds to use it on her to give her a taste of her own medicine. She tell him to let her go, but instead he pours rancid nacho cheese from the concession stand on her and this is followed with chocolate pudding. Bobo rubs it all over her face and body. Bobo then pulls her up and has her sit on a pie. He then starts to pie poor Penelope as she begs him to stop. He finally sets her free and walks away. Penelope is mad and crawling about looking for her whip. Just then, Bobo pies her ass and face and pushes her down. As she tries to get up, Bobo is behind her and starts to grind on her ass. Then he strip her nude and starts to pound Penelope hard. When he is done, Penelope tells him he was a bad bear. You also get bloopers and behind the scenes in this one.