The distraught Roger weeps for his lost love and wanders into the night street in front of a large red neon sign: "If It's Acme, it's a Gasser." He climbs on some crates and removes a photo book from his pocket with wedding photos of the two of them. He moans: "Oh Jessica! Please tell me it's not true! P-p-p-please."

Valiant returns to his darkened office - his shadow casting a dark silhouette through his door (with frosted glass) where a shield design [reading Veritas and picturing a knight on a white charger] is centered between bold letters: "Valiant & Valiant - Private Investigators." The office is also a darkroom and his residence - pictures from Dolores' camera that were on the same roll of film that he had developed (and hung on a clothesline) remind him of a happier Eddie in the good old days, when he was on a beach vacation with her at Catalina. Valiant also reminiscences about his lost brother/private eye partner, Theodore J. Valiant, as the camera pans over the double desk to his brother's dusty side and empty chair. Moving to the right, the camera spots a newspaper headline from the Los Angeles Chronicle during their days as heroic Toontown detectives: "Valiant and Valiant Crack Nephew Kidnapping - Donald's Huey, Louie and Dewey Returned, Family Celebrates with Monster Party - All of Toontown Joins Celebrations," and "Goofy Cleared of Spy Charges - Evidence of Valiant and Valiant Decisive." The camera also moves over other framed pictures - the first one is a photo of the L.A.P.D 1925 Graduating Class that shows them both in clown faces: "NEW CLOWNS ON THE BEAT"; the last one depicts Eddie, his brother and Dolores in front of their new "Valiant & Valiant" business office drinking a champagne toast with the caption: "Two Flatfoots & a Floozy Go Into Business - 1938."

After drowning himself in a bottle of booze and sleeping off his drunkenness, Valiant is startled - the next morning - by the intrusion of Lieutenant Santino (Richard Le Parmentier) from the Los Angeles Police Department into his office. His dreams are interrupted when the Lieutenant tosses his empty whiskey bottle into a metal wastebasket. Santino is disgusted with Valiant for selling out and taking "dirty pictures" for hire: "If you needed money so bad, why didn't you come to me?" Thanks to his photography, Santino has "a stiff" on his hands - "Marvin Acme. The rabbit cacked him last night." Roger, who reacted jealously, is immediately considered the prime suspect for the killing.

Valiant and Santino speed in a police car to the yard of Marvin's Gag Factory (Acme), where an investigation of the crime scene is in progress for clues and fingerprints. As they get out of the car, they notice how close they are to Toontown - just over the wall behind the factory is the bright blue sky of the area. Yosemite Sam is propelled over the Toontown fence by an explosion and lands in front of them with his rear end on fire: "My biscuits are burnin'! Fire in the hatch! Green horny toads, that smarts."

The Acme Factory warehouse is filled with novelty gags and props that line the walls or hang from the ceiling. In the center of the factory, they find a large black metal safe that has fallen at a cock-eyed angle and imbedded itself into the floor. An outline of a body - Acme's - has been chalked on the floor, indicating that Acme's head was crushed by the impact. Santino is certain who the culprit is: "Just like a Toon to drop a safe on a guy's head." In a back upstairs office, Jessica Rabbit is being interrogated, while police and forensic officers rummage around in some of the gags. They find a black spot and a Toon Mallet (when triggered, a spring-loaded boxing glove accordians out at great speed). Valiant is ridiculed for being a soused boozer: "Didn't you used to be Eddie Valiant or did you change your name to Jack Daniels?" One of the investigators removes a sample of "paint from the rabbit's glove" from the side of the safe and drops it in an envelope.

Jessica Rabbit appears behind Valiant, asks in a sultry voice: "Mr. Valiant?" and then slaps him hard across the face before storming off: "I hope you're proud of yourself and those pictures you took." As two police officers wheel out a stretcher carrying the plaid-coated body of Acme under a sheet, they overturn a crate that spills out Squeaking Toon Shoes. During the ensuing commotion as the escaped shoes are rounded up, Valiant stoops down to slyly pick up the buzzer dropped from the hand of the deceased victim. A black, sharp-pointed cane comes down on his hand and pins it to the floor. As Eddie looks up, the camera pans up the skull-capped cane to the ominous, black-robed figure and vulture-like face of Judge Doom (Christopher Lloyd). Wearing tinted glasses under a wide brimmed black hat, he blames Valiant for possibly "removing evidence from the scene of a crime." Eddie hands over the buzzer, shocking Judge Doom with an electrifying buzz:

Doom: I see working for a Toon has rubbed off on you.
Valiant: I wasn't working for a Toon. I was working for R. K. Maroon.
Doom: Yes, we talked to Mr. Maroon. He told us the rabbit became quite agitated when you showed him the pictures. The rabbit said, one way or another, he and his wife were going to be happy. Is that true?
Valiant: Pal? Do I look like a stenographer?

Doom is directing the investigation to track down the culprit: "The rabbit won't get far. My men will find him." A black hearse/paddy wagon with Toon Patrol inscribed on its side crashes through the factory door and screeches to a halt. The 'men' Doom referred to are his five sinister-looking Weasels: "They find they have a special gift for the work." The weasels (Smart Ass, Greasy, Psycho, Stupid, and Wheezy - from Disney's The Wind in the Willows) climb out as their pink-suited leader Smart Ass brags: "All right, ya mugs. Fall out!...Don't worry, Judge, we've got deformants all over the city. We'll find him."

Doom steps up to Valiant and speaks directly into his face:

A human has been murdered by a Toon. Don't you appreciate the magnitude of that? Since I've had Toontown under my jurisdiction, my goal has been to rein in the insanity. And the only way to do that is to make the Toons respect the law!

Meanwhile, a sole-remaining, wayward Squeaking Shoe Toon has cuddled next to Doom's black shoes. To prove his point about how to teach respect and erase or execute the Toons, Doom pulls on a black rubber glove and picks up the squirming terrorized shoe with his gloved hand. Santino whispers to Valiant how the corrupt, evil "gargoyle" Doom became a judge: "Spread a bunch of samoulians around Toontown a couple years back. Bought the election." Doom removes the lid from a toxic solution of Dip in a large drum in the rear of the Toon Patrol wagon. The Dip is a sure-fire way to kill a Toon - using paint remover: "Doom found a way - turpentine, acetone, and benzene." As the shoe is lowered into the acidic mix to melt and dissolve it into oblivion and extinction, Doom threatens to catch Roger:

I'll catch the Rabbit, Mr. Valiant. And I'll try him, convict him, and execute him. These are not kid gloves, Mr. Valiant. This is how we handle things down in Toontown. I think you, of all people, would appreciate that.

All that is left of the pathetic Toon after the merciless killing is the gooey paint dripping off Doom's paint-stained glove.

When Valiant returns to his office, at the top of the stairs outside of his door, he finds a leggy, statuesque blonde starlet (Laura Frances) in white short-shorts and high heels bent over and lighting a cigar for Baby Herman in a baby carriage. She explains: "I've been trying to make him quit, but he just won't listen to me." Baby Herman is there to discuss the Acme murder. Baby also complains about his mismatch with his nursemaid: "My problem is, I've got a fifty-year-old lust and a three-year-old dinkie."

Roger's co-worker defends his Toon co-star. He tells a weary Eddie that Roger had no motive to kill Marvin Acme and explains a more-likely cause for Acme's murder:

Baby Herman: The Rabbit didn't kill Acme. He's not a murderer. I should know. He's a dear friend of mine. I tell ya, Valiant, the whole thing stinks like yesterday's diapers. Look at this. (He hands Valiant the latest paper with headlines screaming: TOON KILLS MAN! - MARVIN ACME MURDERED AT THE HANDS OF JEALOUS RABBIT - GAG KING LEAVES NO WILL - SNOOP VALIANT FANS FLAMES OF JEALOUSY) The papers said Acme left no will. That's a load of succotash. Any Toon knows Acme had a will. He promised to leave Toontown to us Toons. That will is the reason he got bumped off.
Valiant: Has anybody ever seen this will?
Baby Herman: Aw, no. But he gave us his solemn oath.
Valiant: If you believe that that joker could do anything solemn, the gag's on you, pal.
Baby Herman: I just figured since you were the one who got my pal in trouble, you might wannna help get him out. I can pay ya.
Valiant: Save your money for a pair of elevator shoes. (He rejects the offer and sends Baby Herman's baby carriage sailing down the hallway away from his office's door.)

Valiant is skeptical that a will exists and enters his office to take another swig of Wild Turkey, muttering: "It ain't my fault the rabbit got himself in trouble. All I did was take a couple of lousy pictures." The bottom of his booze glass that he sets down on one of the tabloid pictures from the newspaper report of the murder magnifies something he hadn't seen before. It is just what he is looking for - Acme's Last Will and Testament - a blurred document sticking out of one of Acme's pockets. He sifts through his things to verify his find with a magnifying glass - to blowup the photo he had taken of Marvin and Jessica in her dressing room. He exclaims: "Baby was right! Aw, the hell with it."

Aggravated, tired and slightly troubled, Valiant pulls down his Murphy bed from the far wall for a nap - to sleep off his crazy idea of getting involved in another Toon case. He screams, aghast to find himself in bed next to Roger - Roger screams back. He is on the lam and has been hiding there after entering through the mail slot: "I thought it would be best if I waited inside, seeing how I'm wanted for murder." Valiant fears being arrested for harboring a fugitive ("aiding and abetting"). No-one knows Roger is there, he explains, except that he has identified his whereabouts to quite a few people - the newsboy, a fireman, the green grocer, the butcher, the baker, and the liquor store guy. As he is being thrown out the door by the neck, Roger stretches his arms and legs across the doorway and pleads: "I didn't kill anybody, I swear. This whole thing's a set-up, a scam, a frame job." As Valiant pulls back on the rabbit, stretching him like a rubber band, Roger snaps off the door frame and sends both of them tumbling backwards.

Roger admits being "steamed" by the pictures. He describes how he went to see Jessica at the Ink and Paint Club. When she wasn't there, he wrote her a "love letter" while experiencing a "fit of jealousy," explaining how he believed that "she was just an innocent victim of circumstance." In her dressing room, Roger found a "nice clean piece of paper." He pulls out the lipstick-scrawled piece of paper upon which he wrote the love letter to gain Jessica's love back. He begins reading it out-loud:

Dear Jessica. How do I love thee? Let me count the ways. 1-1000, 2-1000, 3-1000, 4-1000...

He explains that he didn't leave the letter for her because he was unsuccessful in finding her at the Ink & Paint Club - "obviously a poem of this power and sensitivity..." - Valiant grabs Roger by both his ears - "...must be read in person, so I went home to wait for her. But the Weasels were there waiting for me. So, so I ran." Knowing Valiant's reputation for helping Toons with his brother, Roger chose to seek refuge with Eddie - "Everybody knows when a Toon's in trouble, there's only one place to go - Valiant & Valiant." He flips through a scrapbook showing newspaper headline clippings - "Valiant and Valiant Crack Nephew Kidnapping." Roger can't understand why Eddie is reluctant to help Toons any more.

Roger stalks out of the office with a flourish, thinking he is exiting through the door, but slams the door of the closet on himself. When Valiant opens the closet door, Roger is dressed in Eddie's trenchcoat and hat - looking like a famous detective. He playfully cuffs himself (with one of Eddie's handcuffs) onto Eddie's wrist: "You're under arrest!" [His head morphs into comic strip Dick Tracy's head - with its characteristic square jaw.] Naturally, Eddie's "got no keys for these cuffs." Roger runs to the window, dragging Eddie with him when they hear the siren of the approaching Weasels in their Toon Patrol car. They emerge from the paddy wagon with Toon violin cases. Roger shrieks, panics and pleads, fearing for his life as the Weasels, silhouetted through the frosted glass door, demand the rabbit: "Open up in the name of the law!":

It's the Toon Patrol! Hide me, Eddie, p-p-p-please. Remember, you never saw me...Don't let 'em find me! Come on, Eddie, you're my only hope...Please Eddie, you know there's no justice for Toons anymore. If the Weasels get their hands on me, I'm as good as Dipped. What are we gonna do, Eddie? What are we gonna do?

Valiant isn't fully convinced: "What's all this 'we' stuff? They just want the rabbit." With machine gun fire, the Weasels shoot out the office's doorknob with a burst of gunfire and warily swing the door open, wielding real guns. They find Valiant standing at the sink with both hands in the sudsy water, washing his "lingerie" - a dripping wet sock (while holding Roger underwater). Smart Ass commands his boys: "Search the place, boys, and leave no stone interned [a combination of interred and unturned]":

Smart Ass: Look Valiant, we got a reliable tip-off that the rabbit was here and was corrugated by several udders. So cut the bull-schtick.
Valiant: (primly) You keep talkin' like that and I'm gonna have to wash your mouth out.

Valiant jams a bar of soap in the Weasel's mouth. At the sight of Smart Ass gagging and blowing soap bubbles, the other Weasels break up uncontrollably in laughter. The chief weasel spits out the soap, holds up a real toilet plunger, commands them to stop laughing, and then beats his cohorts over the head with it: "You know what happens when you can't stop laughing! (He sticks the plunger over the snout of another weasel.) One of these days you're gonna die laughing." They beat a hasty retreat - with Smart Ass threatening: "As for you, Valiant, step outta line and we'll hang you and your laundry out to dry." As soon as they have left, Roger thanks and repays Valiant for saving his life with a big wet Toon smack on the lips. Valiant wipes it off disgustedly: "For starters, don't ever kiss me again."

That night, Eddie sneaks Roger into the Terminal Bar under his trenchcoat - his squirming and pop-out rabbit's ears almost give him away. Valiant crams Roger's head down inside his coat when it peeks out - the bulge is only witnessed by Dolores:

Dolores: So tell me, Eddie, is that a rabbit in your pocket, or are you just happy to see me?
Valiant: Cut the comedy, Dolores, I've had a very hard day.

He whispers to Dolores that he needs to remove their handcuffs. In a secret back room (the "Rot Gut Room - - Holdover from Prohibition"), accessed when Dolores turns a light fixture sideways to open a wall panel, Roger realizes: "Oh I get it. A speakeasy, a gin mill, a hooch parlor." Dolores shows Eddie where the tools are located to hacksaw off the cuffs. Roger springs out of Eddie's coat and discovers a peephole that looks into the cafe. Valiant explains his "change of heart" in taking another Toon case:

Nothin's changed. Somebody's made a patsy out of me and I'm gonna find out why.

As Valiant feverishly saws away with the saw, Roger quietly slips his paw OUT of the cuff and helps to hold still the box upon which Eddie is sawing. Suddenly, Eddie realizes Roger has tricked him, and becomes instantly exasperated. As Roger explains, his core belief is that laughter is central to life and everything he does - an instinctual belief for a Toon character:

Valiant: You mean to tell me that you coulda taken your hand outta that cuff at any time?
Roger: No, not at any time. Only when it was funny. Come on, Eddie, where's your sense of humor?
Dolores: (sarcastically) Is he always this funny, or only on days when he's wanted for murder?
Roger: Listen, my philosophy is this. If you don't have a good sense of humor, you're better off dead.

Valiant concludes that the will is still missing and that power-hungry people are searching for it. Apparently, Marvin Acme's neighbor, R. K. Maroon, wanted to turn Toontown into Maroontown. So he cooked up a plan with Jessica to bump off Marvin, frame Roger, and destroy the will:

Valiant: (to Roger) You just may get your wish unless I can figure out what happened to this! (Valiant tosses the pattycake picture depicting Mr. Acme's will to Dolores - the will is circled with red grease pencil)...
Roger: Mr. Acme's will!
Valiant: Yeah, and I think Maroon played the part of sound mind.. and your wife the sound body.
Roger: Why I resent that innuendo!
Dolores: What's the scheme, Eddie?
Valiant: I don't think they got to the will.
Dolores: But how do you know?
Valiant: Because they was still lookin' for it after they killed him.
Dolores: Anything I can do?
Valiant: Maybe you could go downtown and check the probate.
Roger: Yeah, check the probate. Why, my uncle Thumper had a problem with his probate and he had to take these big pills and drink lots of water.
Valiant: Not prostate, you idiot. PRObate.
Roger: Let me get this straight. You think that my boss, R. K. Maroon, dropped a safe on Marvin Acme's head so that he could get his hands on Toontown!
Valiant: Yep! That's my hunch.

Valiant plans to return to his office, leaving Roger with Dolores to keep him out of trouble. As Dolores asks, "He's not going to do anything crazy, is he?", Roger scratches a file back and forth through the top of his head onto his brain, producing a look of ecstasy and relief on his face.

Back in his office, sexy siren/femme fatale Jessica has unexpectedly appeared to Valiant - her shadowy silhouette slinks toward him through the frosted glass door window. He emerges from his office's bathroom barechested except for a necktie, and unexpectedly finds her checking herself out in a small mirror in his place. She requests his help for Roger - she feels both of them have been framed and set up for the murder. She reassures Eddie that she really does love her husband and that he has the wrong impression of her:

Jessica: You've got the wrong idea about me, Mr. Valiant. I'm a pawn in this just like Roger. Can you help me find him? Just name your price and I'll pay it.
Valiant: Yeah, I'll bet you would. You gotta have the rabbit to make the scam work.
Jessica: No, no, no...I love my husband. You've got me all wrong. You don't know how hard it is being a woman looking the way I do.
Valiant: Yeah, well, you don't know how hard it is being a man looking at a woman looking the way you do.
Jessica: I'm not bad, I'm just drawn that way.
Valiant: Weren't you the one I caught playin' patty-cake with old man Acme?
Jessica: You didn't catch me, Mr. Valiant. You were set up to take those pictures.
Valiant: What are you talkin' about?
Jessica: Maroon wanted to blackmail Acme. I didn't want to have anything to do with it, but he said if I didn't pose for those patty-cake pictures, Roger would never work in this town again. I couldn't let that happen. I'd do anything for my husband, Mr. Valiant. Anything. (She dramatically moves closer to Eddie, with her bursting bosoms touching his chest, ready to embrace him.)
Valiant: What a wife!
Jessica: I'm desperate, Mr. Valiant. (Eddie's trousers fall to his ankles on the floor). Can't you see how much I need you? (A pair of legs appear in the left of the frame, and the sound of someone clearing their throat is heard.)
Dolores: Dabblin' in watercolors, Eddie? (Sheepish, Eddie reaches down to pull up his pants, striking the undercleavage of Jessica's enormous breasts with the back of his head when he stands up.)

As Jessica swings her hips out of the office to leave, she re-affirms her offer and blows him an animated Toon kiss - the two red lips flutter across the room like a butterfly and smack him on the cheek. Incensed and jealous, Dolores rips the kiss off Eddie's cheek:

Dolores: You wanna tell me what she was doin' with her arms around you?
Valiant: Probably lookin' for a good place to stick a knife.
Dolores: Come on, Eddie. I caught you with your pants down. (She wheels around and stomps out of the office into the street.)

Valiant protests that the "hussy" Jessica was only "tryin' to get her hands on the rabbit" - Dolores thinks otherwise: "That's not all she's tryin' to get her hands on." Unseen in a roadster parked at the curb, Jessica sits up in the driver's seat and watches their argument. To pacify Dolores, Valiant proposes that she go out and buy herself a new swimsuit for another proposed trip to Catalina: "I'm on the verge of wrappin' up this case," he promises. To the contrary, Dolores reveals her findings at probate might delay the case. Cloverleaf put in the highest bid for Toontown and will claim it by midnight unless Acme's will is found:

Dolores: Maroon's not after Toontown like you thought. It's Cloverleaf that wants to get their hands on Toontown. They put in the highest bid. And unless Mr. Acme's will shows up by midnight tonight, Cloverleaf is gonna own Toontown.
Valiant: (puzzled) What?! At midnight tonight?...First they buy the Red Car. Then they wanna get their hands on Toontown. I don't get it.

They both cock their ears and hear faint singing and honky-tonk in the distance, inside the Terminal Bar - they both exclaim: "Roger!" As they run together into the bar, a manhole cover in the streets slides off and up pops the Weasels from underneath - they are conducting surveillance.

In the bar, Dolores and Eddie find Roger performing instead of hiding. The zany rabbit is using the bar as his song-and-dance stage, with all the regular patrons lined up watching the entertainment - Roger is dancing to a Victrola playing "The Merry-Go-Round Broke Down" [the theme song for Warner Bros.' Looney Tunes cartoons], and singing a daffy, limerick-filled song:

I'm not that debonair,
I'm just a silly hare!
If you want class,
I'll have to pass,
So go get Fred Astaire!

During the song, he throws out one-liners to the barflies: ("Whoo-hoo-hoo! Nice shirt! Who's your tailor? Quasimodo? Whoo-hoo!") and twirls one patron's bad toupee:

I-I-I-I-I... love to raise some Cain!
Believe me, it's no strain.
It feels so great
To smash a plate,
And look, there is no pain! [smashes a plate on his head]

When the phonograph record begins to skip, Roger keeps repeating: "No pain! No pain! No pain! No pain!" while smashing a plate on his head each time. Furious and anxious to silence him, Eddie picks Roger up by the ears - accidentally knocking over a pile of dishes in the process - and tosses him inside the back room. Roger lands with his head stuck in a mop bucket, and Valiant is angered: "You crazy rabbit, I've been out there riskin' my neck for you. What are you doin'? Singin' and dancin'!"

Roger pries the bucket off his head using his feet for leverage, and he defends his Toon ethos and 'raison d'etre':

Roger: But I'm a Toon. Toons are supposed to make people laugh...You don't understand. Those people needed to laugh.
Valiant: Yeah, and when they're done laughin', they'll call the cops. That guy Angelo would rat on you for a nickel.
Roger: Not Angelo, he'd never turn me in.
Valiant: Why!? Because you made him laugh?
Roger: That's right. A laugh can be a very powerful thing. Why, sometimes in life, it's the only weapon we have. Laughter is the most important...