At the dwarfs cottage, the sound of music is heard playing, followed by yodeling. The forest animals, who are looking through the window, are moving their bodies to the rhythm. Inside, Hay Fever is playing a small lute, Timber is strumming a stringed instrument that's similar to a cello, Tender is playing an accordion, Cranky is playing on the pipe organ, Big Mac is lounging on a bench playing a fish-themed woodwind instrument, Cheese and Snails are dancing a do-si-do dance, and Fluttershy is sitting down in a chair clapping her hands to the music.

(Timber/Tender/Hay Fever) Oh-la-la-ah-deeee

Oh-la-la-ah-deeee

Oh-la-la-ah-oo-dee-oh-ah-oo-dee-hey-heeee

Oh-la-la-ah-dee

Oh-la-la-ah-dee

Oh-la-lay-ee-dee-dee-dee-ah-oo-ee-dee

Tra-la-la-oh-dee

(Timber) Oh-la-la-ah-deeee

(Tender) Tra-la-la-oh-deeee

(Hay Fever) Traaa-la-la-la-la-oh-dee-oh-la-la-la-la-la-oh-dee

Tra-la-la-la-la-oh-dee-oh-la-la-la-la-la-oh-dee

(Timber/Tender/Hay Fever) Oh-la-la-ah-deeee

Oh-la-la-ah-deeee

Oh-la-lay-ee-dee-dee-dee-ah-oo-ee-dee

Tra-la-la-oh-dee

Cheese walks up to Fluttershy and he clears his throat.

I'd like to dance and tap my feet

But they won't keep in rhythm

You see, I washed them both today

And I can't do nothing with 'em

(Timber/Tender/Hay Fever) Ho-hum, the tune is dumb

The words don't mean a thing

Isn't this a silly song

For anyone to sing?

Off in another corner, Snails uses several drumsticks to beat on a wooden xylophone and a drum. As he does so, he threw the drumsticks into the air and they came back down sliding through his coat and hitting another drum, creating a rim shot as the last one hits a cymbal.

Hay Fever and Cheese shove Tender in front of Fluttershy. He tries to sing, but he became reticent and the others laughed at his behavior. Tender tries it the second time and he still became reticent and the others laughed again. Irritated over their tomfoolery, Cranky starts over again as he slams down on the keys within that manner, creating a loud, harsh chord.

(Tender) I chased a polecat up a tree

Way out upon a limb

And when he got the best of me

I got the worst of him

(Timber/Cheese/Hay Fever) Ho-hum, the tune is dumb

The words don't mean a thing

Isn't this a silly song

For anyone to sing?

Oh-la-la-ah-deeee

Oh-la-la-ah-deeee

(Cheese) Oh-lo-dee-oh-lo-oo

Oh-lo-oh-dee-oh-lay-ee

Oh-lay-ee-dee-oh-lay-ee

Oh-lay-ee-dee-oh-lay-ee

Fluttershy vocalizes a high note.

Big Mac lets out a yawn as a fly flew right into his mouth and back out. Big Mac sees the fly and he shoos it away. Timber offers Fluttershy a dance, and just like Cheese and Snails, they do a do-si-do dance; breaking it up with Tender, Hay Fever, and going back to Timber. Snails is off drumming again and he sees a fly, which landed on his ear. In an attempt to hit it, he instead hits several drums, culminating in a percussion solo which wears him out. The fly returns back to Big Mac and it landed on his nose. He gets ready to swat it as Snails hands him a cymbal and just as he's about to smash the fly, he inadvertently hits himself in the face with the cymbal which resulted in his face to vibrate from the impact. Soon, Fluttershy is dancing in the middle of the room, kicking her feet to one side and to the other. Cranky continues playing the organ, which works for a while until a note gets stuck. Annoyed, he shuts the mouths with the stuck note and plays a descending scale which ends with a wooden bird hatching out of an egg, giving a single chirp. Soon, everyone is dancing all around the room and the dwarfs give a cheer to show the wonderful time they and Fluttershy are having; while the animals by the window are swinging to the music. Later, Snails, who is wearing a coat that's twice his size, jumps on Hay Fever's head and tries to balance himself, all the while rubbing Hay Fever's nose with his feet, causing him to start up a sneeze and Snails placed a foot underneath his nose, preventing the sneeze.

"Thanks," said Hay Fever.

Snails buttons up the coat and Hay Fever walks him towards the others, all the while snapping his fingers. As the others see the "tall" Snails, some of them started laughing at the somehow silly sight. Snails bows to Fluttershy, who curtsies to him, and he suddenly starts to lose his balance. Snails is about to fall over and Hay Fever reaches out an arm from behind and pulls him back up just before he hits the floor. Snails then leads Fluttershy into the middle of the room as they start their dance. He swings his head happily, knowing that he's dancing with Fluttershy. Meanwhile, Hay Fever does his best to copy Fluttershy's foot motions, as well as to keep Snails balanced. Snails hangs around Fluttershy in an elbow swing and soon after, they break into a Russian dance while the others are constantly chanting "Hey!". After a second, the music's tempo starts to rise as Snails is happily dancing when he suddenly hears Hay Fever down below and he reacts fearfully as Hay Fever is about to sneeze. Fluttershy holds onto her head in alarm and everyone else, including the forest animals, scramble for hiding places as Hay Fever's sneeze reaches critical mass. The blast of air from Hay Fever's sneeze inflates Snails' coat and he bursts out like a cork. The coat then flops down to the floor, revealing Hay Fever who has a goony expression on his face. Everyone, except for Cranky, bursts out laughing at the hilarious sight and Snails slides down on the support beam from the rafters he got blown into.

"That was fun," Fluttershy said with amusement.

"Now YOU do somethin'," Cheese told Fluttershy.

"Well, what should I do?" she asked.

"Tell us a story," said Big Mac.

"Yes, tell us a story!" the others said in unison.

"A true story," said Cheese.

"A love story," said Tender.

"Well..." Fluttershy began. "Once there was a princess..."

"Was the princess...you?" asked Timber.

"And she fell in love..."

"Was it hard to do?" asked Hay Fever.

"It was very easy," said Fluttershy. "Anyone could see that the prince was charmed... The only one for me."

"Was he, uh, strong and handsome?" asked Timber as he pantomimes the demeanor.

"Was he big and tall?" asked Hay Fever as he raised a hand high."

"There's nobody like him...anywhere at all," Fluttershy said.

"Did he say he loved ya?" Tender coyishly asked.

"Did he steal a kiss?" asked Cheese.

He was so romantic

I could not resiiiiist

The dwarfs, excluding Cranky, gather around Fluttershy.

Someday my prince will come

Someday we'll meet again

And away to his castle we'll go

To be happy forever I know

Cranky, who has his back rested beside the organ with his arms crossed, away from the others, glances over his shoulder uninterested in Fluttershy's ballad. "Hah, mush," he disdainfully said.

Someday when spring is here

We'll find our love anew

And birds will sing

And wedding bells will ring

Someday when my dreams...come true

Once Fluttershy's ballad is finished, the dwarfs sigh contentedly at such a romantic song.

Suddenly, a ringing sound is heard — followed by a croak — which alerted the dwarfs and they looked up at a cuckoo clock mounted on a wall, which has a mechanical squirrel hitting an acorn with a mallet, emitting a ringing sound and a mechanical frog popping in and out of the hatch below. The clock reads '11 o'clock'.

"Oh my goodness!" Exclaimed Fluttershy. "Past bedtime. Go right upstairs to bed," she told the dwarfs as she shoves them towards the staircase, with Snails being the first to go as he jumps up and down with excitement. Just when Snails is about to go up the stairs, Timber grabs him by the tail of his coat.

"Wait! Hold on there, men!" he said and then he threw Snails over to the others. "The princess...will sleep in our beds upstairs."

"But, where will YOU sleep?" Fluttershy asked.

"Oh, we'll be quite comfortable down here," said Timber. "In, uh, in, uh..."

"In a pig's eye," said Cranky.

"In a pig's eye—uh, sty," Timber said. "No, no! I mean, we'll be comfortable. Won't we, men?" he asked the others.

"Oh, yes, mighty comfortable," they said in unison as Snails looked back and saw, to his delight, a big, red cushion with tassels on each corner that's settled on the bench.

"Now don't you worry about us," Timber said to Fluttershy.

"We'll be alright, ma'am," Cheese chuckled.

While the dwarfs are busy with Fluttershy, Snails sneaks over to the bench.

"Go right on up now, uh, uh, my dear," Timber told her.

"Well, if you insist. Good night," Fluttershy said and she began walking up the stairs.

"Good night, princess," they said to Fluttershy in unison as Snails laid down on the bench resting his head on the cushion; going to sleep.

Once Fluttershy had reached the top of the stairs, she turns back towards the dwarfs down below. "You sure you'll be comfortable?" she asked.

"Oh, yes, very comfortable," they all said.

"Well, pleasant dreams," Fluttershy told the dwarfs.

"Pleasant dreams!" They said.

The dwarfs then bolt for the bench and Snails woke up in alarm when he saw them running towards him and he frantically clutches onto the cushion. The dwarfs, minus Timber, grabbed the cushion from Snails and they began fighting over it.

"Now, men, don't get excited. Remember, share, share alike," Timber persuaded, but to no avail. "Look out, it'll rip, it'll rip!"

Just then, the dwarfs do indeed rip the cushion in half in amidst of their tussle as the feathers from inside it burst out; scattering everywhere. Snails, however, pulled out a single feather and he sets it on the bench beside him and he presses down on it with his finger. He then lays his head down on the feather and he went to sleep.

Meanwhile, in the dwarfs' bedroom, Fluttershy is kneeling beside the bed saying her prayers. "Blessed the seven little men who have been so kind to me... And...and may my dreams come true... Amen."

Fluttershy ends her prayers but then she knelt back down beside the bed. "Oh yes! And please make Cranky like me."

Cranky, who is inside the pot in the fireplace, overheard Fluttershy after she prayed for him to like her. "Hah! Women," he revoltedly said and then he nestles himself in the pot. As he does so, he feels something touching him and he reached inside and pulled out a spoon. "A fine kettle of fish," he said as he threw the spoon away and then he spits back towards the fireplace which made a hissing sound.

Before Cranky goes to sleep, he looks around at the other dwarfs who are sleeping peacefully. Tender, who is sleeping in an opened drawer of a small dresser, breathes contentedly as if he's dreaming about Fluttershy. Cheese is sleeping inside a cabinet above Tender, snoring, as the doors open and close repeatedly due to him breathing in and out. Timber is sleeping in the sink under the faucet. A drop of water stretches downward toward his mouth everytime he snores. After the third snore, it eventually drops into his mouth, causing him to gurgle in his sleep. Hay Fever is sleeping on the bench using Snails' tushy as a pillow. Soon, Snails began to whine and flail about as if he's having a nightmare; causing Hay Fever to wake up and he pokes his tushy in order for him to calm down and he did just that. Hay Fever then fluffs Snails' tushy just like a pillow and he rests his head back on it, going back to sleep. Finally, Big Mac is sleeping on a pile of firewood in a corner as a fly lands on his nose. He flicks it off, but then the fly lands back on his nose and it began to go to sleep as well. Outside the cottage, the sounds of chirping crickets and croaking frogs are heard, giving off a peaceful, nightly ambience.