PaRappa,having won a lifetime's supply of noodles from Beard Burger's burger shop,has become nothing short of weary from eating nothing but noodles for every meal every single day. When PaRappa complains about being served noodles by his crush,Sunny Funny,who calls him a baby.
PaRappa's friend,P.J. Berri goes to the Beard Burger to cheer him up. Apparently,The burgers have turned into noodles. PaRappa & P.J. learn that a mysterious phenomenon is turning all the food in town into noodles. PaRappa & Sunny's fathers,Papa PaRappa & General Potter try to develop an invention to stop the noodlization.
PaRappa & P.J. helps rescue Hairdresser Octopus from being hypnotized into giving the customers,including PaRappa's friend,Katy Kat & her MilkCan members,Lammy & Ma-san. PaRappa discovers "Food Court",a video game cartridge,to be the cause of the noodlization. After PaRappa wins the game,His father reverse engineers the cartridge to create a device that can reverse the noodlization.
PaRappa & the others use sweets & the de-noodlization device to combat against the Noodle Syndicate,who are behind the town's noodlization. They soon confront the mastermind,Colonel Noodle,who is revealed to be the son of Beard Burger Master who,similar to PaRappa's situation,had grown nothing short of weary from eating burgers for every meal,especially with his mother turning into a burger,and decided to discover upon a love for noodles.
PaRappa manage to convince him to be more open minded about various types of food,& he becomes good. As everyone celebrate with 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.
Everything returns to normal before PaRappa wins a lifetime supply of cheese.