A child would rather listen to the radio than go to bed, but mother insists. He sleeps, but at midnight, his toys come alive and put on a show for him (much of it recycled, though often with different backgrounds, from earlier cartoons).
| Directing | Friz Freleng | Director |
| Visual Effects | Robert McKimson | Animation |
| Visual Effects | Sandy Walker | Animation |
| Sound | Carl W. Stalling | Music |
| Production | Leon Schlesinger | Producer |