It's Mom's birthday and Apollo thinks the picture he painted for her just isn't good enough. Mr. Happy Birthday explains that Apollo's picture is perfect because it comes from the heart. / The Pajanimals don't like that Cowbella is being bossy as she is given the role of Queen of the Realm! Soon she realizes it's just not as much fun as playing with your friends as equals.

Squacky is so excited to see a movie about his favorite superhero, Fantastic Splash, that he keeps waking up in the middle of the night. Bedtime Bunny sings Squacky a song and teaches him a calming exercise so he can sleep. / When Cowbella accidentally gets paint on Daisy Puff, she and Sweet Pea Sue get into a big fight. They learn how to say "I'm sorry" to each other.

WINNING ISN'T EVERYTHING: Apollo gets upset because he never wins any of the games the Pajanimals are playing, so they travel to The Land of Play, where Coach Whistler invents a game called Pajama Tag. Apollo doesn’t want to play if he can’t win, but he soon realizes that winning doesn’t matter as long as you have fun. AN OCTOPUS HUG: Sweet Pea Sue can’t sleep at bedtime because she’s scared of a picture of an octopus she saw in a book. The Pajanimals travel to the Big, Blue Sea to meet Ellie, a real octopus, who is scared of the Pajanimals. Both Ellie and Sweet Pea Sue realize they have nothing to be scared of because they just want to be friends with each other.

It's Sweet Pea Sue's birthday tomorrow and she is nervous about the party - will everyone have a good time? Will they like the cake? / Squacky spills glue and glitter on his blankie and now he can't sleep because his blankie is being washed!