Īfter finding enough passwords, the player can unlock a container in one of the hideouts to get a key. The player uncovers these passwords by completing language problems (Spellanyzer, Fusion Chamber, MicroPix, Code Breaker, and Power Pack) testing the player's vocabulary, grammar, and spelling. To free each agent, the player uses the CyberCom 2000 to travel between a number of henchmen hideouts to find passwords. Agent 13 must free all twelve captured agents in order to stop Carmen's plan. The player takes the role of Agent 13, who has just been called onto the case. She reveals her grand plan to achieve world illiteracy. Carmen enters and explains that she has invented a 'Babble On' machine that turns speech into gibberish.
Under the orders of ACME secret agent Chase Devineaux, she creeps inside only to find herself trapped and starting to babble.
The intro to this 'spy adventure' starts off with Agent 12 (Ann Tickwitee) discovering Carmen's hideout.