Top Cat is in Beverly Hills to track down Benny the Ball, prevent him gaining the contents of a will that is not rightly his, and find the rightful heiress.

The game is a top-down puzzler of sorts. An object manipulation mode is used to pick up and use objects when necessary. Extra milk (for energy) and fruit (for points) can be collected. Skateboarders must be avoided as they can take objects and randomly move them.

The members of your gang must all be gathered up on the first level and must be kept on your side by ensuring that your energy doesn't drop too low.