Little Doug just can't sleep. He keeps worrying about all sorts of things. What if he wakes up and his mother has a chicken's head? What if his teacher becomes a mermaid? What if chocolate starts falling from the sky?
His mom has lots of advice about what will help Doug go to sleep. He tries everything: he tries drinking warm milk, he tries reading boring stories, and he tries listening to music. But he just can't sleep.
Doug's friend, the little girl, takes him to yoga class. The yoga instructor has many suggestions. Doug gives everything a try, but nothing works.
Doug is getting more and more tired. Everyone wonders why he looks so worn out. And Doug just can't stop worrying-he tosses and turns and worries and worries.
The little girl has one more idea: she calls the sleeping fairy. Will Doug finally get a good night's sleep?