David and Shane search for the beach, with early versions of Puppet, Mrs. Foil, and the Schmuzzies.
Puppet directs a movie starring David and Shane as spacemen, pirates, and cowboys. While Puppet prepares for the movie's premiere, David and Shane try to find the movie theater. First, they find Mrs. Foil's laundry room, where they mistake spinning laundry for their film. There, the Action Fingers help two socks reunite with each other. Next, David and Shane find a dance studio, where they see themselves in a mirror and believe it is their film. On their way to another room, the brothers are stopped by the Schmuzzies, who play a rhyming game with them before letting them to the next room. The room turns out to be a white void with a single chair, which they mistake for a theater seat. In the end, the brothers discover a door with their faces on it. It turns out to be a poster for their movie, revealing the theater.
After visiting the Very Hairy Room, Shane grows a head full of hair and is afraid to get a haircut. David and Puppet give Shane an imaginary haircut, but he needs a real one at a barbershop. They look for one and find the Very Very Hairy Room, which just makes Shane's hair longer. Next, they find hairbrushes growing like plants in the Hairbrush Room and being used as microphones in the Concert Room, but they do not find anything to cut hair with. Shane's hair grows so long that the Schmuzzies move into it, which makes him rush to find the barbershop. He does, and Mrs. Foil acts as the barber, bringing Shane back to his old bald self.
Shane creates an artistic masterpiece and tries to hang it on a door, but Puppet keeps opening it to practice dramatic entrances. Shane tries to put his art on the fridge and even on Mrs. Foil, but he and David decide that it belongs in an art museum instead. They search for it and find the Sticky Room, where everything gets stuck to each other; the Fog Room, where it is too foggy to see Shane's painting; and the Museum of Finger Painting, where a boy shows the brothers how to finger paint. David and Shane eventually open the door to their stuff closet, which leads them to a real art museum. There, Mrs. Foil leads a tour group of Schmuzzies to see Shane's artwork.
David is jealous of Shane's pet fly, Fido, and decides that he wants a pet of his own. Puppet volunteers to play the role of his pet, but David says he thinks of Puppet more as a friend. David and Shane search for a pet shop in the Puppy Room, but there are no puppies to adopt. They later ask a parrot for directions in the Parrot Room, but the parrot just repeats whatever they say. The Schmuzzies make some rhyming suggestions about which pet David should get (all ending with "-oon"), which ends up opening a door to the Moon. In the end, David finds a pet shop run by Mrs. Foil, and he decides to take Mrs. Foil's chair home as his new pet: Spot the Chair.
After reading a bedtime story to the Schmuzzies and singing a lullaby for Puppet, David and Shane try to go to bed. They discover that their bedrooms have been replaced with a marching band and a stampede of elephants, so they set out to find somewhere else to sleep. First, David and Shane find the Snoring Room, where loud snoring keeps them from sleeping. Next, they find beds in the Wake Up Room, but everything in the room is designed to wake them up. Finally, they enter the Shape Room and mistake two shapes for beds, until a girl explains what the shapes are. In the end, they find Mrs. Foil's campsite, where they sleep in sleeping bags.
Puppet and the brothers take Shane's pet fly, Fido, on his first-ever picnic. The brothers search for a spot to have their picnic and find three places: the Sandwich Room, where they get their picnic food; the No-Room Room, where it is too cramped for a picnic; and the Wind Room, where gusts of wind prevent them from setting up the picnic. David and Shane give up and think they will never have a picnic for Fido. Shane tries to cheer Fido up with a ditty (later joined by a reluctant David, Puppet, and the Schmuzzies), but nothing works until Fido's family comes over and leads the group to a perfect picnic spot outside. There, they play picnic games with Mrs. Foil and throw Puppet around like a ball.
The Schmuzzies tell Puppet that his cousin, Mary Annette, is coming to visit and is waiting at the airport. Puppet needs to rehearse his family's traditional welcome song, so David and Shane offer to pick Mary Annette up. They search for the airport and end up in the Bird Room, which makes them act like birds. They fly away into the Paper Airplane Room, where the Action Fingers help refold Mrs. Foil's paper airplane. Third, David and Shane jump into a dictionary and find a room filled with words, where a girl teaches them "plane" in sign language. After the brothers take part in Puppet's welcome song, Puppet suggests climbing the ceiling to find the airport, which works and brings Mary Annette to the apartment.
When David and Shane lose their beach ball, Puppet suggests looking for it at the beach. David and Shane find three rooms with beach-like qualities, but none of them are the beach. The Underwater Room has water but no sand, the Desert Room has sand but no water, and the South Pole is too cold to be a beach. The Schmuzzies try to tell the brothers that they have seen the "schmeach schmall," but by the time David translates for the Schmuzzies, the beach ball is gone. Eventually, David and Shane find a door with water and sand coming out from under it, which leads them to the beach. They reunite with their beach ball, play around in the sand, and accidentally ruin Mrs. Foil's sand castle. Luckily, the Action Fingers rebuild it, and the brothers leave the beach after giving their beach ball to Mrs. Foil as a gift.
David and Shane invent their own imaginary instruments and want to join the local marching band. Puppet wants to join as well: at first, he tries to be a bandleader and leads the Schmuzzies around the apartment, but he later decides he would rather be the bandleader's baton instead. David and Shane find the Funny Music Room, where every object makes a melody, and the Marching Room, where four kids show the brothers how to march. They even find the Sky Room, where they join a singing bird's band, but there is nowhere to march. Eventually, David and Shane follow the sound of an orchestra and find the marching band, where Puppet is the baton and Mrs. Foil plays her tuba full of Schmuzzies.
The Schmuzzies are throwing a "Schmirthday Schmarty" and invite Puppet and Mrs. Foil. Puppet gives invitations to David, Shane, and the viewers as well. With no directions on their invitations, the brothers try to figure out where the party is being held. They search in the No-Fun Room, where Mrs. Foil tells them no celebrations are allowed. They look in the Surprise Room, where there are surprises behind every door but no parties. David and Shane follow a "Happy Birthday" singer to the Opera Room, but it turns out that it is just an opera about a birthday. The brothers return to their apartment, only to discover that the party is for them.
The apartment residents have a band called the Talking Airheads, which features Shane on guitar; David on drums and a cowbell; the Schmuzzies on the marimba; Fido the Fly on trumpet; and Puppet as the songwriter. The band faces a setback when David's cowbell, attached to an imaginary cow named Clarabelle, disappears. David and Shane try to find the cowbell in the Great Big Bell Room, where Mrs. Foil has a giant bell but no cowbells. They fish for the cowbell in a boat out at sea, where they help Mrs. Foil go "tuba diving" with her tuba, and go for a ride in the Bicycle Room. All the while, Puppet tries to bring Clarabelle to the apartment by playing farm songs, which inspires David and Shane to look for her at Mrs. Foil's farm. They find Clarabelle and bring her back for their big musical performance.
Puppet teaches David and Shane about ice cream. The brothers decide that they must try some, so they search for the ice cream truck. They find the Frozen Room, where an ice-skating Mrs. Foil has ice cream of her own, and the "This Way" Room, where the ice cream truck is on the wrong side and cannot be reached. They stumble into an ice cream game show hosted by Mrs. Foil, but the brothers lose the game after failing to scoop ice cream the right way. Back at the apartment, the Schmuzzies have gotten entire tubs of ice cream for themselves, and they show David and Shane where Mrs. Foil's ice cream truck is. The brothers have trouble waiting their turn, but they finally get some ice cream from Mrs. Foil.
David and Shane are baffled when a mysterious orange sphere (a mini golf ball) appears in their living room. At first, they think it is a planet and journey to outer space to return it. An alien explains that planets are much bigger, and the brothers fall back to Earth, accidentally dropping the ball with a pair of playful Schmuzzies. Next, the brothers think the orange thing is an orange fruit, but Mrs. Foil explains how real oranges are very different. David and Shane decide it must be a ball and try to play with it on a basketball court, but it does not bounce. Puppet uses the thing as "Yorick" for a Shakespearean monologue and tells the brothers what it actually is, prompting them to visit the mini golf course, where they play golf with Mrs. Foil.
