Nanny warns the Babies not to make so much noise, because their next door neighbor is a police officer who works a night shift and sleeps during the day.
Scooter's upset that everybody else was able to put together an exercise bike for Nanny's birthday except him; so Kermit and the others try to help Scooter figure out what he's good at.
While the Babies, were discussing what they wanted to be, when they grown up but, Kermit was having problems deciding. Finally, the Babies decided to give Kermit some advice for future careers.
Nanny has rented a video camera recorder and allows the babies to play with it unattended for an hour. Gonzo takes charge behind the camera and the gang decides to remake Star Wars (1977) together.
The babies are too excited to sleep because Nanny's taking them to the fun park the next day, and they imagine what adventures lie ahead for them at the park.
While the babies are playing aliens from another planet, a strange creature breaks into the nursery and they become convinced it's a baby alien and try to hide it from the man looking for it.
The kids keep making a mess no matter which game they play. Fozzie takes on the Three Stooges. Dr. Honeydew's invention can make people giant. Gonzo battles the Piggy Dough Girl. Indiana Kermit searches for Animal in the sewers.