PaRappa's friend,P.J. Berri takes him to Beard Burger to cheer him up. Unfortunately,The Burgers gets turned into Noodles. The Ghost of the Beard Burger Master appears and helps him make a Traditional Parappa Town Burger.
Suddenly,Things got worst when the Food in town turned into Noodles. Papa PaRappa and General Potter,PaRappa and Sunny's Father,begun to develop an invention to stop the Noodlization.
PaRappa participate in a workout on the show run by Chip Chop Master Onion. After undergoing army training under Instructor Moosesha,PaRappa helps rescue Hairdresser Octopus from being hypnotized into giving people,including Katy Kat Afros.
After the Invention is complete,PaRappa and the others uses sweets and the de-noodlization devices to combat against the Noodle Syndicate,who are behind the town's noodlization. They confronts the mastermind, Colonel Noodle,who is revealed to be the son of Beard Burger Master. He confessed that he has been given every Burgers in his life and he couldn't take it anymore.
Realized how that feels,PaRappa tells him about his situations,telling him that he can have anything besides Burgers and Noodles. The Colonel agrees. As Everyone celebrates with food at their Picnic,Parappa is invited to a Party from MC King Kong Mushi. Sunny assures Parappa that he's more mature than what he thinks himself to be and gave him a kiss on the cheek before they celebrate.
After the town returns to normal,PaRappa has won the lifetime supply of Cheese.