It's the end of the day. The Cloudbabies are picking the stars, flinging them into the sky and collecting all the moonbeams. Yawning, they all definitely feel it is time for bed. Soon the Cloudbabies and Bobo White are in their pajamas and tucked up in bed. As they drift off to sleep, the bedroom is filled with sunlight. It's Sun! He just can't get to sleep. The Cloudbabies agree to come and sing him a lullaby. With Sun soon asleep, night falls once again and the Cloudbabies snuggle back down in their beds. But then there's another knock at the window! Little Star's twinkling space has been taken by a big cloud that won't move. Baba Green and Baba Blue agree to help move the naughty cloud. Only moments after they have returned, they are all awoken yet again, this time by Sun snoring. Off on their skyhorsies, the Cloudbabies turn him over. When the morning comes, the Cloudbabies are still fast asleep. Moon explains to Sun and Rainbow that they were up all night working.

Fluffi, Kleiner Stern und Bobo wollen unbedingt eine Gruselgeschichte von Herrn Regenbogen hören. Also erzählt er ihnen von den bösen Regenbirnen-Piraten, die mit ihrem großen Wolkenschiff durch den Himmel fahren. Bobo ist so aufgeregt, dass er die Piraten unbedingt finden will. Dabei ist es längst Zeit, ins Bett zu gehen.