Throughout the world, there are stuffed animals, dolls and other toys who rest in the happy arms of their child owners during the day.  But at night, once their child owners are asleep, their world comes alive! These stuffed animals are not just companions, they have a job – it is their challenge to defend their child owners from the terrors that come out at night.  They steadfastly fight boogeymen in the closet and monsters under the bed, while their child owners sleep. 

It is imperative that the child owners be asleep, or else the animals won’t be able to do their job.  On the rare occasion that a child wakes up, the animals bring in the Sandman, who puts the child to sleep again, with the assurance that “it was all a dream”.  Molly, as with all children, has no idea that her toys fight remarkable battles nightly, to ensure her safety.  Molly's oldest and favorite stuffed animal is KITTY, a cat doll, who wears a red gingham dress.  The toys regularly vanquish creepy crawlies and terrors.  In act one, we see the toys lead a marvelous battle and rescue Molly, as always.

Four years ago, Molly’s mother died, leaving her with only vague, wistful memories.  Her father, PAUL, is finally getting remarried to MEI, and Molly will have to move to a new house.  Molly is fearful, both about the move, and her new stepmother, but is being strong, so her father will be happy.  At first, Molly likes her new home, but still has trepidation, especially about her new closet. The first night, Molly gets ready for bed and looks around.  All of her toys are there, except for Kitty! She looks everywhere, causing Paul and Mei to finally order her to go to sleep without Kitty.  Reluctantly, Molly goes to bed, but is particularly afraid.  Finally, she falls asleep.  The other toys wake.  They realize they don’t have their leader, Kitty, and must face whatever NEW horrors are waiting, by themselves!  They decide they must try to find Kitty and head out to locate her, leaving Molly by herself.

The other stuffed animals consist of SHERLOCK – a small, wiry squirrel doll, who is able to sneak into little places.  He’s a beanbag, so he flops around a lot; SNOWBALL & HONEYBUN – teddy bear dolls whose tails rattle.  They try to help, but are very timid.  The rattling tails can be a challenge as they rattle when they get excited or scared; TRAGIO – a huge St. Bernard doll with big, sad eyes.  He can’t move quickly, but can be the muscle when needed.  The group can do a lot on their own, but still need Kitty to lead the battles.

Meanwhile, downstairs in the hall closet, Kitty – stuck in a packed box – comes alive and fights with all her strength to get out.  The other toys hear the noises and rush to her.  Through much trying and clever manipulation, they swing open the hall closet, just as Kitty extricates herself from the box.  She is happy to see them, but concerned, as she realizes Molly is all alone.  They toys look at each other in shock and realization, then rush back to Molly’s room.

Once they get inside, their worst fears are confirmed.  Molly is nowhere to be found! She has been taken by the monsters inside the closet!!  The toys realize what they must do. They arm themselves with “weapons” (drumsticks, yo-yo’s, slinkys and other non-animated toys) and head off after Molly, into the strange, perilous NIGHTMARELAND, inside the closet.

The toys meet all kinds of obstacles as they travel through the labyrinthine world.  They find themselves in a dense, dark forest.  Imagine all the creepiness of Halloween, mixed with German Expressionism.  This world is straight from the darkest elements of fairy tales. 

The toys must hike through, trying to find Molly.  As they go, they encounter giant, scaly lizards, spiders, alien beasts and multi-horned things.  It is a perilous journey, but they must continue so they can bring Molly home.

Meanwhile, Molly is held in a dark castle, in the center of the forest.  She is trapped by a QUEEN PREVIMA, an evil queen with orange hair and flowing, purple robes, who looks a great deal like Mei (and will be played by the same actress).  Her main henchman is WIZACORN, who looks like a cross between a praying mantis and a lizard.  Ultimately, the Female Vampire does not intend to kill Molly, but intends to keep her there forever.  She, along with the other monsters, feed on the fear of children.  The more frightened the children are, the more heartily they eat.  Usually, they are limited to “sneak attacks” through the closet in order to get a dose of fear, but actually capturing a child is like a never-ending feast!

Kitty and the others eventually get to the castle, outwitting additional, scary monsters along their way.  They manage to find and rescue Molly!!!  But, now they must escape, which is not an easy task.  They manage to just barely escape the castle but are split up and must stay on the move in order to find the others and escape. 

Molly can’t believe that her toys are alive. Unable to call the Sandman, Kitty must let Molly stay awake, knowing they are real.  They cannot rest for long, as Previma and her horde of monsters are after them.   In addition to tangible monsters, wild dog/wolves and other menacing creatures, the Female Vampire also has “evil” versions of toys – a creepy Jack-in-the-Box, an evil, black mist that can move anywhere, seeking out Molly and her friends.

They get cornered in a field of poison ivy, only in Nightmareland, poison ivy is real poison. Kitty carries Molly through the poison ivy, but it takes its toll, settling Kitty into a deep sleep.  With Kitty seemingly done for, Molly thinks that all is lost, when suddenly, the other dolls emerge from the forest!  Luckily, Honeybun who always comes prepared, has CALAMINE LOTION.  She puts it on Kitty and Kitty awakens!!  They continue to evade Previma and her horde through a series of incredible events (escaping a raging river, a LAVALANCHE and more!), and make it back through the closet, to Molly’s room.  But, to their horror, the bedroom door swings closed to reveal Previma and Wizacorn waiting for them!

Act Three is the final showdown, in the REAL world, between Molly & the toys, and Previma and her monsters!!! Having the advantage, Molly and the toys do everything they can, using all kinds of additional “weapons” found in Molly’s room, but it’s no use, they are overpowered and it looks like Molly will be taken back into the Nightmareland…when suddenly, Mei comes in!  Having heard noises, she checks on Molly and to her complete and utter shock, SEES THE ANIMATED TOYS AND MONSTERS!!  Not about to let the Previma take Molly, she overcomes her own fears and fights, but is knocked unconscious.  With Previma and Wizacorn about to take Molly forever, Kitty calls out to her, reminding her that Previma feeds off fear.  Molly must not be afraid!!!  Molly focuses and tells Previma that she’s not afraid, ultimately yelling at the top of her lungs.  Previma screams in agony as she ages a thousand years almost instantly – all the feeding off fear which was keeping her young and strong is now gone!!  She disintegrates in a pile of dust as Molly and Kitty hug (not realizing that Wizacorn has escaped back into Nightmareland). 

As Molly lies down next to Mei, the SANDMAN sneaks in behind them and sprinkles magic sleeping dust on their heads. It is a sad moment for the toys, as they know that Molly won’t remember them as they really are, but they know it is necessary.  No one would believe Molly and Mei and would think they were crazy! Ultimately, Mei and Molly fall asleep and the toys settle in to their usual spots, to slumber after a very long night.

The next morning, Molly and Mei eat breakfast with Paul. It seems that there’s a new connection between Molly and Mei, as they happily chat. Over breakfast, Mei mentions that she didn’t sleep well.  Molly remembers having nightmares as well, but can’t remember too clearly.  She picks up Kitty for a hug and smells….calamine lotion?  Molly remembers it from her dream!!!  Or could it have been real?