Dorothy is teaching Queen Ozma and friends about slumber parties! But Wilhelmina is mad that she's been left out of the fun and tries to ruin the slumber party by creating a giant Pillow Monster. But not only does the Pillow Monster attack the party, he escapes the Emerald Palace and rampages toward Wilhelmina's castle! With some help from the Patchwork Girl, they unstitch the Pillow Man and save Oz.

Dorothy and her friends find Tik Tok, a mechanical man, broken down by the side of the road. They must help him get repaired! Tik Tok is immediately enamored with Tin Man, thinking he's a great hero. He wants to be just like Tin Man, but since Tik Tok's voice mechanism isn't working, the only way Tik Tok can communicate this is by trying to impress Tin Man. However, Tin Man thinks that Tik Tok is trying to upstage him! Tin Man worries that Tik Tok is going to replace him as the mechanical man of the group and his jealously comes to a head when Tik Tok saves the group from the springs of Springfield Mountain. Tin Man decides that he should leave, but Dorothy, Scarecrow and Lion must convince him that he can never be replaced.