In this musical short, Popeye's nephews are practicing their music while Popeye is trying to fall asleep. The noise from their instruments disturbs him, leading Popeye to tell them a story to help them sleep. However, the nephews continue their noisy antics, causing Popeye to become increasingly frustrated. The cartoon showcases various comedic scenarios as Popeye attempts to manage the chaos caused by his nephews' musical endeavors.