It's the night of a sleepover party in the Muppet Theater and they're thrilled to have their guest star, Steve Zahn on their show tonight.
- Guest Star's Dressing Room: Scooter knocks on Steve Zahns dressing room door and tells him 18 2nds 'til curtain, and Steve thanks him. Scooter also sees some pillows on Steve's dresser stand, and Steve says, "It's a perfect evening to get snuggled up tonight."
- The All-New Muppet Show Theme Song: Gonzo's trumpet sprays confetti out all over the place.
- Onstage/The Introduction: Kermit is about to introduce the opening musical number and it's the night of a sleepover party here in the Muppet Theater.
- Opening Musical number: Robin sings In My Book
- Statler and Waldorf in the Balcony: Statler comments to Waldorf that he likes reading mystery books and Waldorf comments to Statler that he likes reading fictional fantasy books.
- Bear On Patrol Sketch number: Chip is framed for smashing a grocery store window, but he proves to Patrol Bear and Officer Hogthrob that he didn't do it.
- Talk Spot: Kermit and his Muppet friends speak with Steve about what they would do during sleepover parties.
- The Swedish Chef Sketch number: The Swedish Chef makes meatloaf, but it comes to life and begins speaking and saying, "I couldn't even agree more."
- Statler and Waldorf in the balcony again: Statler and Waldorf comment that no meatloaf can make good jokes.
- Pigs in Space sketch number: The Music Maker 400
- Muppet News Flash: The Newsman reports about cluckitis and is transformed into a Muppet chicken himself.
- Veterinarian's Hospital sketch number: Beautiful Day Monster as the patient
- Statler and Waldorf in the balcony again: Statler comments that Beautiful Day Monster should've gone exercising on a stationary bike and Waldorf comments that Beautiful Day Monster should've been using a treadmill.
- Muppet Sports sketch number: Louis Kazagger reports about today's sport: cream pie toss
- Statler and Waldorf in the balcony again: Statler claims that he hopes they didn't ruin another 1 of their most favorite dessert meals and Waldorf says to him, "So do I."
- Muppet Labs sketch number: Story Teller 300
- Statler and Waldorf in the balcony again: Statler and Waldorf claim that they would be relaxed with a story telling machine like that.
- Closing Musical number: Kermit, Fozzie, Gonzo, Walter and Scooter sing Lucy in the Sky with Diamonds
- Statler and Waldorf in the balcony once again: Statler remembers dreaming about a trip to candy land and Waldorf remembers dreaming about fighting against an army of space pirates.
- Back onstage/welcoming the guest star: Kermit and his Muppet friends welcome Steve onstage and Kermit tells the audience that it's now time for all of them to get some beauty sleep and turn in for the entire night.
- Statler and Waldorf in the balcony 1 more time:Stater and Waldorf are now asleep in the balcony.
- Matt Vogel as Kermit, Floyd, Lew Zealand, Crazy Harry, Robin, Camilla, Sweetums, Uncle Deadly, Pops, Emily, Louis Kazagger and Baby # 3 (voices,succeeding with 7 characters from Steve Whitmire, taken over 3 characters from the late Jim Henson, himself, 3 characters from both the late Richard Hunt and the late John Henson and 9 characters from the late great Jerry Nelson himself.)
- Billy Barkhurst as Link Hogthrob (voice, succeeding from Steve Whitmire and taken over from the late Jim Henson, himself respectively)
- Artie Esposito as the Newsman (voice, succeeding from Steve Whitmire and taken over from the late Jim Henson, himself respectively)
- Eric Jacobson as Miss Piggy, Fozzie, Animal, Sam, George and Marvin Suggs (voices, succeeding from Frank Oz respectively)
- Dave Goelz as Gonzo, Zoot, Bunsen, Waldorf, Beauregard, Chip and the Talking Meatloaf (voices, taken over 1 character from the late Jim Henson, himself respectively)
- Bill Barretta as Pepe, Johnny, Behemoth, the Swedish Chef, Dr. Teeth , Rowlf, Bobo, Beautiful Day Monster and Baby # 2 (voices, taken over 3 characters from the late Jim Henson, himself respectively)
- David Rudman as Scooter, Janice, Wayne, Gorgon Heap, Bobby Benson and Mildred Huxtetter (voices, taken over 4 characters from the late Richard Hunt respectively)
- Alice Dinnean Vernon as Wanda , Hilda and Baby # 4 (voices, taken over 2 characters from the late Erin Ozker respectively)
- Tyler Bunch as the Announcer (voice, taken over from the late great Jerry Nelson respectively)
- Ryan Dillon as Clifford , Polly Lobster, the Story Teller 300 and Mulch (voices, succeeding from Kevin Clash respectively)
- Peter Linz as Walter, Bean, Rizzo, Statler, Beaker and Baby # 6 (voices, succeeding with 4 characters from Steve Whitmire and taken over 2 characters from the late Richard Hunt respectively)