Several bears are standing in a line outside of Grumpy's shop in the middle of the night. Funshine yawns and questions why Grumpy called them there so late. Grumpy appears and shows off his most recent invention: A special power generator! Grumpy goes to turn his new invention on, only to discover that the switch is stuck. In order to flip the stuck switch, Grumpy begins smacking his new machine with a wrench. Meanwhile, high above in Grizzle's Lair, Grizzle is also hitting his new machine with a large golden wrench. This doesn't work for Grizzle, who calls out for assistance from his robot UR-2. UR-2 replies "I am not!" which leads to an annoyed Grizzle explaining to UR-2 that it is his name. UR-2 then reports that if Grizzle does not increase his power supply, his lair will float away. Grizzle frustratingly hits his power generator with a hammer, which causes him to fall down.