We first see her formulating a plan to derail the city's celebration. Her strategy is to enslave everyone by their own personal temptations; once they are incapacitated, she will be free to take over the city of Bumblyburg. She tasks Curly the Worm with identifying the weaknesses of each of the city's most important citizens: Mayor Blueberry, Reporter Petunia, and LarryBoy. Eliminating these three will cripple the city's leadership, communication, and law enforcement, she believes.
She begins by paying a visit to Mayor Blueberry. Her weakness is vanity. Bad Apple preys on this weakness, convincing her that as a representative of Bumblyburg it is her duty to look her best. She spins a web, a trap, in which she claims there are countless beautiful things to improve the mayor's appearance. The mayor, hearing her vanity validated, steps into the trap.
Next she pays a visit to Petunia, whose weakness is video games. Petunia realizes her important role in keeping the city informed, but admits that she could use a break. Bad Apple spins another trap, this one containing a test version of the latest, unreleased video game system. The temptation is too much; unable to resist, Petunia steps into the trap to play. This video game is reminiscent of the light cycles from Tron.
Meanwhile, back at the Larry-Cave, Alfred has discovered that the mysterious webs have plagued Bumblyburg before. He goes to the Historical Society to do some research. On an old, scratchy film reel he discovers a scene from the distant past when an apple named Ephraim Apply tried to ensnare the settlers of the new town with diversions at an establishment called Apply's Fun House. The people succumbed and the town suffered, falling under the spell of Ephraim. Obadiah Bumbly arrived in time to liberate the people, and Ephraim Apply was banished from Bumblyburg forever.The Bad Apple pays a visit to LarryBoy in the Larry-Cave, and, having learned of his weakness for chocolate, uses it to gain entrance to the Larry-Cave. Little by little, she dampens his resolve until he too falls into a trap designed specifically for him. While the Bad Apple tries to tempt LarryBoy into overindulging in chocolate, she wears a purple top hat and recites poems much like Willy Wonka. With Larry indisposed in the "Chocolate Room", she easily breaks Alfred upon his return, ensnaring him by the television in front of his favorite cartoon.
With Bumblyburg's leaders and heroes out of the way, the Bad Apple proceeds to the town square to fulfill her great-uncle Ephraim's destiny. She quickly sets up shop: the new Apply's Funhouse 2. She and her sidekick, Curly the Worm, begin to luring the helpless citizens into the funhouse, promising non-stop excitement.
At the Larry-Cave, Alfred and LarryBoy realize that they need each other's help to fight temptation. Working together they dissolve the webs of their traps, which prove to be susceptible to the sports drink "Umph!" Freed at last, they quickly set about rescuing Mayor Blueberry and Petunia; then they all rush to the town square, joining forces to fight temptation together. LarryBoy goes to battle against the Bad Apple. The funhouse topples and nearly crushes a mother and her baby, but LarryBoy saves them, flinging the funhouse, with the Bad Apple on it far away.