"It's a madcap museum adventure set to Flamenco as rookie Security Guard Tyrone tries to chase down some runaway works of art before Curator Tasha returns!"
Tyrone is in the backyard wearing a blue hat and holding a flashlight. He introduces himself to the viewer and explains that today is his first day of being the night guard at the local art museum and starts to sing the song "Who Goes There?"
The backyard transforms into the inside of an art museum. Tyrone walks over to Tasha. Tasha tells him that she is the curator of the museum, while showing him the exhibits in the museum. Tasha walks into a room, revealing an easel holding a blank piece of paper. Tasha tells Tyrone that he will have to keep the room extra clean because it will be a new exhibit.
Tyrone accepts Tasha's information while she leaves the building. Tyrone sings a second verse of "Who Goes There?". When he finishes the verse, he sits in a wooden chair and falls asleep snoring. Meanwhile, a statue of a military general named General Pablo opens its eyes and starts walking to the oil painting room. He tells a painting of a woman holding an umbrella named Uniqua that it is "time". The character in the painting jumps from the painting, becoming a 3-D living being. The two walk into the Greek art room and tell a painting on a vase named Austicles, that it is "time". The figure on the vase becomes a 3-D being too.
Austicles recites a poem about how nighttime is better than daytime because the art gets to play during night hours. Pablo and Uniqua applaud. They sing "Tired of Hanging Around". Uniqua tells General Pablo that he is "it" and they all begin playing tag. Pablo stumbles into a mummy's tomb and causes the line of tombs to tip over like dominoes. An alarm goes off and Tyrone wakes up from his sleep on the chair as Uniqua, Pablo, and Austin hurry to push the tombs back up.
Tyrone runs into the room with his flashlight and searches the room for thieves. He then spots the statues and mistakes them for real people. Tyrone then realizes his mistake and walks out of the room. The art continues their game of tag. They play for a while until they meet up with Tyrone again in the oil painting room. The three all become 2-dimensional figures in a painting of a flower garden.
The painting tips to the left as Austicles recites another poem about how flowers make him sneeze. The trio rush over to another bush. but Austicles realizes that all of the bushes have flowers on them. Uniqua sticks her fingers up his nose to prevent him from sneezing. The painting tips over to the right, creating a loud noise. Tyrone rushes over to the painting, realizing that nothing happened. Austicles sneezes and Tyrone exclaims "Gesundheit!" as a response to his sneezing. Austicles thanks him for wishing him good health as Tyrone realizes that the painting was talking.
The trio of art jump out of the painting after failing to convince Tyrone that Austicles did not speak. Tyrone chases them as they all sing "The Art Is On the Loose". Uniqua, Pablo, and Austicles jump into a painting of horses in a desert. Tyrone grabs Austicles' tail causing him to jump in too. Uniqua, Pablo, and Austicles jump on to a horse and jump out of the painting. Tyrone jump on another horse and jumps out too. The art characters get off their horse and enter the room reserved for the new exhibit.
Tyrone remembers that Tasha told him specifically to keep the room extra clean and alarmed runs into the room. Tyrone tells the art that "enough is enough" and closes the door so they don't escape. The art jump into the empty paper. Tyrone picks up a paintbrush and a paint palette. They all sing the song "The Splatter Paint Flamenco" as Tyrone splats paint on to the paper trying to paint the art.
Tyrone tells the art that they are too good at run and he will be fired because the museum is a mess. The art tells him that they are done playing and will help clean up before morning. The art and Tyrone clean the rooms until they hear Tasha's voice. Tyrone greets her and tells her that the museum is "pretty much" how she left it. Tasha questions why he said "pretty much" as she enters the room reserved for the new exhibit.
Tasha is astonished and angrily asks Tyrone if he did the painting. Tyrone answers yes sadly. Tasha tells him that the painting is beautiful and she will hang it up in the museum. Tyrone is fascinated and surprised because he thought she would fire him for sure. The art run over to him and congratulate Tyrone as Tasha screams. Tasha, scared, asks Tyrone about the art talking. Tyrone answers to her that he realized that at night museum exhibits come alive to play games.
Austicles recites a poem about very strange things happen in the museum when is night, but when the day light comes, the art comes always to their poses. Uniqua invites them all over for tea and crumpets at her house as the museum transforms back into the backyard. They sing the end song and enter Uniqua's house. Tyrone opens the previously closed door and exclaims, "Who goes there?"