Buddy is the combination manager and ringmaster of a travelling circus, where the main attractions include an "elephant xylophones" and a pair of high-flying acrobats.

On a dark and stormy night, an insane musician seeks inspiration to compose music. He mesmerizes a frog to play the piano, then enchants a painting to play the violin. He picks out Cookie from the phonebook and hypnotizes her through the phone. She goes to his house, but her dog notices and he runs to Buddy's house, and the two set out to find the mad musician's house. They encounter several scary things, such as skeletons. Eventually they find Cookie, and Buddy is able to handle the villain. Cookie also torments him by playing extremely danceable music on the piano.