A small midget-size man known as The Baby Badguy and his 2 henchmen poses as orphaned babies to get into the newly opened Empire City Orphanage to take over the place and used it as their hideout. They took hostage the caretaker of the orphanage and Whitney Morgan, who came to interview the caretaker. The C.O.P.S. team must rescue the hostages and discipline those three naughty "babies".