Unlike the rest of the game, it places the viewpoint behind Jim. In-between most levels, a racing level called 'Andy Asteroids' is played. Two villains made their only appearance in this game, Chuck, a junkyard man with a stomach bug, and Doc Duodenum, a crazed organ.

The game incorporates a large variety of villains in the boss battles, including Psy-Crow, Queen Slug-for-a-Butt, Evil the Cat, Bob the Killer Goldfish, Major Mucus, and Professor Monkey-For-A-Head. Levels commonly culminate with a boss battle. Failure to do so results in Peter lashing out at Jim, taking away from his health. For example, the level 'For Pete's Sake', involves making sure the computer-controlled Peter Puppy character gets through the level unharmed, which is accomplished by whipping him to make him jump over pits, and defeating enemies before they can damage him. Some levels have additional requirements beyond merely getting to the end of the level. The whip move also allows the player to grab hold of, and swing from, certain hooks in the game. The player can use Jim's gun as a method of shooting enemies, or his head as a whip for whipping enemies. The player controls Jim and must maneuver him through the level while avoiding obstacles and enemies.

The game plays as a 2D sidescrolling platformer with elements of a run and gun game as well.

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