Shake and Meatwad are in the backyard playing freeze tag, arguing upon who's frozen and who's it. They eventually decide to talk it over with the elders, and are sent to the creature called Zod. There, Shake and Meatwad continue to bicker over their situation, and Zod sends them back. At home, Shake and Meatwad want Frylock to come out and play freeze tag with them. Frylock shows them his new Wi-tri, which is able to do many things for his needs. Shake decides to buy his own Wi-tri, and both their Wi-tri's are set in the mood. As instructed, they lit candles, dim lights, put on Marvin Gaye and left their Wi-tri's to be for 3 minutes. As Shake and Frylock converse in that time, their triangles mate and form another triangle. Shake and Meatwad are then taken by short people to their island, where Shake tries to reason with them, but as they are about to face death, Meatwad calls unto the elders and they're once again sent to Zod, disturbing him in his "sleepy time." The next day, the Squad has been tri-formed from the work of the triangles, who have mated and formed many more triangles, planning to tri-form the planet, invade, and become the master shape. The team goes off to an island, where Shake has taken his triangle with him. Back home, Carl finds his car is a triangle. As he confronts the Wi-tri's, he takes one with him for he wanted to turn someone into a triangle, all to "shut them up." Carl goes to his mother at the hospital to give her the triangle, and after being introduced to Zod, faces a death that cores him out.
- Narrator (George Lowe)
- Master Shake
- Wi-tri (device) #1
- Wi-Tri #2
- Children Wi-Tri
- Carl's Mother
- First on-screen appearence of Carl's mother.
- While in possession of his Wi-tri, Shake can be seen playing Robot Unicorn Attack.
- Meatwad acts more mature than Frylock when he wants do deal with the Wi-tris in this episode.
- Third episode in which Shake uses the phrase "Boosh!"
- This is the first episode to use standard bleeps in AUPS1 since "Allen Part Two".