The kids ask Barney to recognize what type of flower they are as he compliments them, before they are taken out of the costumes ("Growing").
Robert tells Barney that he has always wanted to stay up all night long just too see what happens at nighttime.
Barney then sings a lullaby to make the kids fall asleep, but it still fails, so he brings out his Night-Timer to turn the day into nighttime.
Barney teaches the kids some unusual sights and sounds associated with nighttime.
After singing some of their favorite nighttime songs, the stars begin to fade and before they know it, the sun is shining once again.