Urpgor invents a Shrinking device which reduces Blob, Frizz, and Nug to a miniture state. The three Uprneys infiltrate the land of Dreams, because of their small size, they run into several mis-haps such as being lifted by a bird, falling down pipe shafts, and Blob getting trapped in Dream Bottles with little Oxygen. However, the Urpneys are able to finally penetrate the Dream Maker's house and steal the Dreamstone, but when Albert swallows the Shrink ray, things get a little out of hand...