If you are familiar with the first Earthworm Jim then you already know that the main character is an earthworm that jumps in an energy suit and becomes a super hero who uses his body as a whip. This time around Jim drops the helicopter head and instead now makes use out of a parachute made out of his friend Snott. Many of the regular characters return, such as Evil the Cat, Major Marcus, and Bob the Goldfish, as well as some new ones. The storyline begins with Earthworm Jim's girlfriend, Princess What's-Her-Name, being kidnapped by the evil Psy-Crow. Jim must stop them before they reach Las Vegas where the will marry which will result in Psy-Crow becoming the ruler of the universe.