Based on Jay Ward's classic cartoon characters, this live-action / animated comedy opens in Frostbite Falls where Rocky the Flying Squirrel and his erudite friend Bullwinkle J Moose are barely surviving on diminishing residual checks from re-runs of their old TV series.
Meanwhile, back in Pottsylvania, Fearless Leader (Robert De Niro) and his notorious spies, Boris Badenov (Jason Alexander) and Natasha Fatale (Rene Russo), have escaped their cartoon existence and are reborn as characters of flesh and blood, and are headed for Hollywood.
There the evil trio hatch a ruthless plan to take over the world, leaving Rocky and Bullwinkle no alternative but to go head-to-head with their longtime nemeses.