It's nighttime, and the Queen is putting the Princess to bed. She claims to be tired but is laying it on suspiciously thick and instead of lying down and waiting to go to sleep, she gives loud, obviously-fake snores, and when the Queen leaves, she opens her eyes and giggles. The narrator questions this behaviour and the Princess explains that she's staying up to midnight. The narrator, surprised, asks her why and she replies that it's for a midnight feast.
She and the pets try to sneak past the Queen, who is at her vanity, but Scruff drops his food dish and it makes a loud clang. The Queen hopes it doesn't wake the Princess and the King tells Scruff that it's not breakfast time, but luckily neither of them see the Princess. They sneak off, but the Princess bumps into Scruff and he drops his food bowl again, sending it crashing down the stairs.
She and the pets follow it into the kitchen, where the Chef is making pancakes in his dressing gown. They sneak in, and the Princess plans to steal some doughnuts, but Scruff starts to walk towards the pantry. She tries calling his name but he either ignores or doesn't hear, so she calls him louder, startling the Chef into dropping a pancake onto Scruff's head. The Chef begins to call him a "bad dog" and remind him that breakfast isn't until morning time, and the Princess steals the entire plate of doughnuts and runs out of the kitchen.
She and the pets manage to get the doughnuts back to her bedroom and the narrator asks if the Princess will eat them then, but the Princess replies that in order for it to be a midnight feast, she has to wait until "both hands point straight up". However, before midnight arrives, she falls asleep against one doughnut and spills the rest on the floor, so the pets eat them.
In the morning, the Princess is shocked to find that it's morning, but she decides to try again that night. She has no other plans, so spends most of the day milling about looking bored.
That night, the Princess and pets sneak down again and the Chef is making more pancakes. They try to sneak into the kitchen, but the Princess steps on Puss's tail, making him yowl and causing the Chef to drop his pan and shoo them out of the kitchen. They make a run for it but bump into the General, who is holding an eclair. He says, "Don't tell," and the Princess asks if he has more eclairs.
The scene cuts to the Princess, General, and pets in her room, with a whole plateful of eclairs. They try to wait for midnight, but they fall asleep against the eclairs, again spilling them and getting them eaten by the pets. The Princess is discouraged, but the General insists on one more try. He has a secret idea to wake them up for midnight.
That night, the Princess arranges a picnic blanket on her bed. The General arrives, she takes out her biscuits, and he brings out carrots, apples, doughnuts, eclairs, scones, marshmallows, flapjacks, and cupcakes. The two fall asleep and are woken by an alarm at midnight. The alarm wakes up everyone else, who goes into the Princess's room. They understandably ask what's going on, and the Princess pretends that they were planning it all along as a surprise.
Everyone else brings food (the King has a marmalade sandwich, the Maid a Swiss roll, the Gardener a bread and butter pudding, the Admiral two crabs, Puss a fish, and Scruff a bone) and they all start to eat.
This episode provides examples of
- Artistic License – Biology:
- Puss eats a doughnut and some eclairs even though cats are obligate carnivores.
- Scruff eats the General's eclairs but seems fine. In reality, chocolate is poisonous to dogs.
- Big "NO!":
- When the Princess discovers that it's morning and so she can't have her midnight feast of doughnuts, she shouts, "NO!". The Maid, having just told her that it was morning, mistakes this for a denial and says, "Yes."
- On the second morning, the Princess again discovers that she can't have her midnight feast and shouts, "No! NO!!" complete with the dramatic hand-on-forehead pose.
- Blinded by the Light: The Princess cringes and says, "Ow!" when she opens her curtains.
- Cock-a-Doodle Dawn: A rooster is heard crowing in the background on the first and second mornings.
- Companion Cube: While the General often anthropomorphises Nessie the hobbyhorse, it's exaggerated in this episode when
- Crazy-Prepared: The King keeps a marmalade sandwich under his and the Queen's bed for "emergencies".
- Dramatic Irony: When Scruff drops his bowl and makes a noise, the Queen says, "Huh? What's all the hoo-ha? I hope it doesn't wake the Princess!" when we viewers know she's awake.
- "Everybody Laughs" Ending: The episode ends with everyone laughing because the General brought the grandfather clock upstairs.
- Faux Horrific: Upon finding out that she can't have her midnight feast of doughnuts, the Princess shouts, "No!" and then later screams.
- Food Coma: Zigzagged. The pets are seen sleeping on the floor after having eaten the doughnuts, but it's unclear if it's the food, the staying up late, or the fact that they're a cat and dog that made them sleepy.
- Lost Food Grievance: The Chef dramatically shouts, "My pancake!" when the confectionery in question drops to the floor. Averted for the second time a pancake falls, however, as that time he simply says, "Oh. Maybe not."
- Never My Fault: The Princess blames Scruff for dropping his food bowl the second time, even though she made him do it by bumping into him.
- Out-of-Character Moment: Puss eats a doughnut and some eclairs, even though he usually has a more catlike palate.
- Say My Name: When Scruff drops his bowl the second time, the Princess shouts his name indignantly.
- Westminster Chimes: One of the alarm clocks that wakes the Princess and General goes "ding dong ding dong" like Big Ben.
