Chief: "The little girl you let through customs was not a little girl. . . It was a little man! . . . [I]t was Little Louie Dunlap, a KAOS courier!"
Max: "Well, he could've fooled me."
Chief: "He did fool you!"
KAOS is smuggling a deadly explosive into the country hidden in talking dolls so Maxwell Smart and the Chief enrol at Miss Valerie's School for Expectant Fathers which is suspected of being the smugglers' base
- Miss Valerie - Antoinette Bower
- Mondo - Henry Corden
- Cane (uncredited)
- Little Louie Dunlap - Caroline Adams
- Cabbie - Danny Dayton
- Explosive dolls
- Caroline Adams is Don Adams's daughter.
- The dolls' voices are supplied by June Foray ("My name is Mary Lou") and William Woodson (scientific formulae).