Part One: Good Night, Sweet Pups- The episode starts in Whopper's dream, where Whopper is king of his own kingdom. He meets up with Cooler and picks dog bones with him from a tree. The tree suddenly turns into a shadowy monster with red eyes. The monster grabs Cooler and traps Whopper, warning him that "there's no escape, little doggie!" The camera dissolves out of Whopper's dream, where Whopper is whimpering and howling. Awoke by the noise, Howler and Bright Eyes are concerned that Whopper is crying in his sleep. Meanwhile, after Cooler and Nose Marie delivered a puppy named Toby to a boy named Henry, they hear Whopper howling and ran back to the Pound Puppy Headquarters. Whopper's howling even wakes up Katrina Stoneheart, who vows to get even with Whopper for disturbing her sleep. Back at the Pound Puppy Headquarters, Whopper wakes up from his nightmare and tells everyone that "something" was after him. Cooler suggests that they should solve Whopper's nightmare problem at the Hall of Puppy Power. With the aid of Puppy Power, Cooler and the gang fell asleep and the camera dissolves into Whopper's second dream. Inside the dream, they discovered the conviences Whopper has in his dream: A fountain complete with dog bones, a bed to sleep in, and a cat to chase. However, their discovery is cut short by Brattina(In the form of a spider), Katrina(In the form of a witch), and Catgut(In the form of a giant cat). It wasn't long until the Pound Puppies are face-to-face with the same monster from Whopper's previous nightmare. Now that the Pound Puppies knew that the monster was none other than Whopper's fear of the dark, they immediately evacuated out of the nightmare and back into reality with Puppy Power. After reassuring Whopper that the dark is nothing to be afraid of, Cooler and the others head to the basement of Katrina's house. Later, Katrina, Brattina, and Catgut, in their pajamas, are seen outside looking for the Pound Puppies. They immediately spot the Pound Puppies by the cellar door and hide in the basement. As the Pound Puppies head down into the basement, Katrina, Brattina, and Catgut surprised and caught everyone except Whopper, who rushes out of the basement while Katrina calls Doo-Dah Doggie Delivery Service to ship the rest of the Pound Puppies to Antarctica. After discovering Katrina's plot, Whopper heads back into the dark basement. With Cooler, Nose Marie, Howler, and Bright Eyes in the bag, Whopper has to rescue them. With the help of his friends, Whopper was able to conquer his fear of the dark and free the rest of the Pound Puppies. They then hide and, after Katrina arrives in the basement, give her the same surprise she gave them earlier and put her in a bag. Moments later, a deliveryman from Doo-Dah Doggie Delivery Service arrives. Mistaking Katrina inside the bag as the Pound Puppies, he takes the bag and ships her to Antarctica, where she sneezes from penguin feathers. Back at the Pound Puppy Headquarters, Whopper is able to sleep without anymore nightmares and even without a nightlight.