The episode begins when Uncle Grandpa, along with Mr. Gus, Pizza Steve, Giant Realistic Flying Tiger, and Belly Bag have a sleepover in a large pillow fort. They all try to go to sleep at the same time so that they could have the same exact dream together. But unfortunately for them, when they try to go to sleep, a Donald Duck-sounding noise keeps on waking them up. At first they shrug it off and try to ignore it, but the noise does not stop and continues to get louder and more annoying but as time progresses. Everyone in the RV goes crazy, Uncle Grandpa weeping and sets out to find out where the noise is coming from. After searching every room in the RV they decide that it is coming from the walls. They tear apart every single wall until the whole RV is torn down. Pizza Steve crazily celebrates how they got rid of the noise, but of course he spoke too soon because the noise just started up again. Everyone goes into a crazy frenzy and begins to blames at Uncle Grandpa because Mr. Gus, Pizza Steve, Belly Bag and Giant Realistic Flying Tiger are all animals. This blame game lead to an epic pillow fight in which Uncle Grandpa came out victorious. Uncle Grandpa was relieved that he finally got rid of the noise, but he finds out He was making the noise the whole time. Bewildered and upset, he begins to hit himself until he knocks himself out. He then wakes up to find he's in the pillow fort in an intact RV next to all his friends who report they also had the same dream. Mr. Gus explains that the event they experienced was actually their dream the whole time. He believed it to be a sort of nightmare, but Pizza Steve thought the dream was awesome. They go into the kitchen to have breakfast and apologized to each other for beating up their dreamselves. They find out the noise they heard in their dream it was actually their Breakfast Bird alerting them that breakfast was ready. Uncle Grandpa suggests they cook and eat the bird thus ending the episode right there.