SpongeBob and Patrick are lying on the ground watching the clouds until they see a haunted houseboat crashing to ground near them. Patrick wants to check it out but SpongeBob says that it looks dangerous. Patrick soon convinces SpongeBob to come with him so the friends went to go check it out. Patrick thinks the boat is lame, but SpongeBob thinks it is real. SpongeBob looks at a painting of flowers that is in the boat and states that it is pretty but soon the flowers turn into snakes and hisses at SpongeBob which makes him panic. Then, they meet Lord Poltergeist (who Patrick thinks is a robot that serves pizza). Lord Poltergeist says that he will sing a sea shanty to make SpongeBob and Patrick believe he is a real ghost. At the end of the song, Patrick says he wants pizza so he gives him pizza that has anchovies on it which scares them out of there wits. SpongeBob asks why Lord Poltergeist is in Bikini Bottom and it is because there is a broken head gasket. Lord Poltergeist takes their souls, but gives SpongeBob a doubloon to buy a new head gasket. He says that if they do not return with a new head gasket in 24 hours, their souls will be gone forever.
SpongeBob and Patrick run to the Krusty Krab and tell the customers about the ghosts, which freaks them out and causes them to flee. Mr. Krabs wants to know what is with the chaos. SpongeBob tells Mr. Krabs about how Lord Poltergeist stole their souls, and gave them a doubloon to buy a head gasket. Mr. Krabs takes the doubloon and takes a head gasket from a boat that is outside the Krusty Krab. Mr. Krabs forces Squidward to come along with them to find the ghosts and steal their treasure. Sandy then appears with ghost equipment, claiming she was looking for "milkshake gremlins" and wants to catch some ghosts.
The five go back to the boat where Lord Poltergeist was seen. Mr. Krabs steals the doubloons and hands bags of them to Squidward and Patrick. Mr. Krabs then sees a doubloon that is stuck to the bottom of the chest. He tries to pull it out but ends up setting off a trap which causes Lord Poltergeist to appear. SpongeBob gives him the head gasket and the lord gives SpongeBob and Patrick orange soda instead of their souls and reveals that he never took their souls in the first place. He sucks Mr. Krabs, Squidward and Patrick(who are trying to escape with the gold) into a void, and shows them their greatest fears. First, Mr. Krabs has to use the restroom and finds a portable bathroom, but to use it, he must pay one doubloon. Next, Patrick wishes for a doughnut and then a talking one comes up on his head that Patrick annoys. He wishes for a doughnut with sprinkles, then chocolate, then a bagel, then a stack of pancakes, oblivious to the fact that he had outsmarted his worst nightmare, something Lord Poltergeist intended to be impossible. He then asks for a Krabby Patty, and then another plain doughnut, much to the doughnut's annoyance. Finally, Squidward encounters a giant SpongeBob, which makes him scream. Sandy sucks the three back into her ghost hunting equipment. Then, Mr. Krabs and Lord Poltergeist fight for the chest of doubloons. They fling it into the air and SpongeBob catches it and sees a "Property of the Flying Dutchman" stamp at the bottom of the chest followed by a phone number. The Flying Dutchman comes by to reclaim his doubloons (but ends up being tricked by Lord Poltergeist that they were looking for him to give him back the gold). Lord Poltergeist runs away until the boat breaks down. Finally, the Flying Dutchman turns into a torpedo that makes a huge void that sucks everyone inside. The episode finishes with the Krusty Krab in the void with new workers and customers. When SpongeBob tells everyone to hold on to something, he tells Giant Demonic SpongeBob from the void to flip the restaurant. He does so, and then his face turns into The Flying Dutchman's and he laughs evilly.
( ‣ ) Associated production music
( • ) Original music
( ◦ ) SpongeBob music
•The Haunted Carnival - Eban Schletter, Tom Kenny [title card] •Undertow - Sage Guyton, Jeremy Wakefield [opening] • ? - Michael Bolger, Nicolas Carr [Krabs-shaped cloud] •Happy Haunting Hosts - Eban Schletter [flying houseboat appears] •Deep Shadows - Eban Schletter ["I don't know, Patrick."] ‣ ? [SpongeBob enters the houseboat] •Some Things To Know About Monsters - Eban Schletter, Jill Sobule [flowers turn into snakes] ‣ ? ["Even the spiders are fake."] •Some Things To Know About Monsters - Eban Schletter, Jill Sobule [giant hand grabs SpongeBob] ‣ ? [organ music as ghost captain is introduced] •Ghostly Scoundrel - Eban Schletter [Patrick looks in captain's mouth] •Steel Sting - Jeremy Wakefield ["His bad breath is incredible."] •Ghostly Scoundrel - Eban Schletter ["His hair is very authentic too."] •Harp Ding - Nicolas Carr [shot of coin] ‣ ? ["So you want me to sing you a shanty, eh?"] ‣Steel Sting (b) - Jeremy Wakefield ["This show's gonna be so awesome."] ◦We're the Ghouls of the Briny Deep - Luke Brookshier, Eban Schletter ‣Cartoon Sting 7 - Gerhard Narholz ["Do you believe we're real ghosts now?"] ‣Drama Link (c) - Hubert Clifford ["Pizza? I'll give you pizza."] •Vibe Sting - Nicolas Carr [pizza box opens] ‣Drama Link (b) - Hubert Clifford [live anchovies on pizza] ‣ ? [pizza box disappears] ‣Out of the Crypt - Harry Lubin [SpongeBob and Patrick bow before the captain] •Deep Shadows - Eban Schletter ["Our engine room broke down."] ‣ ? ["Yes, you."] ‣Gothic Adventure - Mark Cousins, Adam Saunders [captain takes SpongeBob and Patrick's souls] ‣ ? [captain gives SpongeBob a doubloon] •Ghostly Scoundrel - Eban Schletter [captain checks his calendar] ‣Dramatic Impact 6 - Ivor Slaney ["...forever!"] •Ghostly Scoundrel - Eban Schletter ["Can we run screaming in horror from your ship now?"] ‣The Creature A - Gregor F. Narholz [SpongeBob and Patrick run screaming] ‣ ? [ice cream] •Steel Sting - Jeremy Wakefield [SpongeBob, Patrick run into the Krusty Krab doors] ‣Sword Fight - Harry Bluestone, Emil Cadkin ["Ghost! Ghost! Haunted houseboat!"] ‣From the Dead - Ronald Hanmer [customers run away] • ? - Jeremy Wakefield ["Come back!"] ‣Cellar Search - Philippe Pares ["Mr. Krabs, it was awful!"] ‣Steel Link (g) - Jeremy Wakefield [Krabs lets go of Patrick's tongue] ‣Cellar Search - Philippe Pares ["You gotta help us, Mr. Krabs!"] ‣Sailor's Sting 12 - Michael Bolger, Nicolas Carr ["Did you say... doubloon?"] ‣ ? [Sandy appears] ‣Sailor's Sting 12 - Michael Bolger, Nicolas Carr ["Great, then it's settled."] ‣ ? [Squidward's daydream] • ? - Michael Bolger, Nicolas Carr ["Super!"] ‣ ? ["So, here it is."] ‣A Pirate's Life for Me (a) - Ron Goodwin [treasure chest] ‣Ghostly Presence - Harry Lubin ["That gold probably has ghost germs all over it."] • ? - Michael Bolger, Nicolas Carr ["Heads up, Squidward!"] •Vibe Sting - Nicolas Carr ["Looks like I missed one."] •Drama Sting - Sage Guyton, Jeremy Wakefield [Krabs tries to take the last doubloon] ‣Straight from Hell - Gregor F. Narholz [ghost captain reappears] ‣ ? [SpongeBob gives captain the gasket] •Ghostly Scoundrel - Eban Schletter ["Those weren't your souls."] ‣Frightmare - Jane Antonia Cornish ["ME GOLD!"] ‣Death Clock E - Dick de Benedictis ["So this is limbo."] ‣ ? ["Gotta use the can."] ‣Death Clock H - Dick de Benedictis ["NO!!!"] ‣Death Clock E - Dick de Benedictis ["Wow, this void sure is relaxing."] ‣ ? [donut appears on Patrick's head] •Vibe Sting - Nicolas Carr ["Hmm?"] ‣Cartoon Sting 12 - Gerhard Narholz ["Hey, stupid, don't you wanna eat me?"] ‣Evil Mind 3 - Dick de Benedictis [donut screams] ‣Death Clock E and B - Dick de Benedictis ["Oh, great."/"Hi, neighbor."] ‣ ? [captain laughs] ‣Terror Hunt - Phillip Green ["Hey, corpse breath!"] ‣Death and Destruction 1 - Harry Bluestone, Emil Cadkin [Sandy activates the ghost catcher] ‣Expectant Stab - Harry Bluestone, Emil Cadkin [explosion] •Ghostly Scoundrel - Eban Schletter ["Not so fast!"] • ? - Michael Bolger, Nicolas Carr ["Hey, you thieving bilge rat!"] ‣Comic Capers B - Charlie Brissette, Norman Mamey [Krabs and captain fight over the gold] • ? - Nicolas Carr [Property of the Flying Dutchman] ‣ ? ["You ain't afraid he's gonna want it back?"] ‣Malleus Mallificarum (a) - Dave Hewson [Flying Dutchman appears] ‣ ? ["How did he track us down?"] ‣Surrender 7 - Harry Bluestone, Emil Cadkin ["Why, you scurvy little scum scrubber!"] ‣Spooks Appear 1 - Harry Lubin [everyone comes outside] ‣ ? ["So, it be me own first mate who stole me gold!"] •Botany Bay - Michael Bolger, Nicolas Carr ["We just went out to get pizza."] ‣Flight of the Witches - Cris Velasco [captain runs over Dutchman] ‣Halloween Antics A - Kevin Riepl [Dutchman follows captain] ‣Day of Reckoning - Andrew James Blaney ["Don't go anywhere, kiddies."] ‣Footsteps of Horror - W. Merrick Farran [Dutchman turns into a torpedo] ‣Sailor's Sting 4 - Michael Bolger, Nicolas Carr [ending]