(Elmo laughing)

- Are we all ready for bed?

- Yep, I got my PJs on and my snuggly little prince.

- Yeah, Elmo's ready too, but you know what?

Elmo's not sleepy yet.

- Yeah, me neither. - Nah.

- Well, then we must count ourselves to sleep.

- [Together] Count ourselves to sleep?

(bouncy music)

♪ When I lie awake at night ♪

♪ And cannot get to sleep ♪

♪ There's a trick that all counts use ♪

♪ That's easy as one, two, three ♪

♪ One, two, three, one, two, three ♪

♪ One, two, three, one, two, three ♪

♪ Count one, two, three dishes with one, two, three spoons ♪

♪ Or one, two, three friends singing a one, two, three tune ♪

♪ One, two, three ♪

♪ One, two, three chickens or one, two, three sheep ♪

♪ When we find the right one, two, three we'll go to sleep ♪

- Okay, well how about, um

♪ One, two, three blankets on one, two, three beds ♪

♪ One, two, three pillows for our one, two, three heads ♪

♪ One, two, three blocks and one, two, three yawns ♪

♪ Now let's laugh like I do and say ♪

♪ Ah, ha, ha ♪ (thunder booms)

- Still awake.

Looks like we have not found the right one, two, three.

♪ One, two, three cookies or one, two, three bats ♪

♪ One, two, three dogs wearing one, two, three hats ♪

♪ One, two, three kittens or one, two, three giraffes ♪

♪ And one, two, three lightenings ♪

♪ After one, two, three laughs ♪

♪ Ah, ha, ha ♪ (thunder booms)

I wonder what the right one, two, three is.

- Count, it's not the right one, two, three

that's keeping us up.

- Yeah, it always happens after the Count goes ah, ha, ha.

- How 'bout we sing the one, two, three song

without laughing at the end?

- Let's give it a shot. (bouncy music)

♪ One, two, three apples and one, two, three pears ♪

♪ One, two, three chairs for one, two, three bears ♪

Ooh, that's a good one, Abby.

♪ One, two, three crows that go caw, caw, caw ♪

♪ I won't end this song with one, two, three ah, ha ♪

Nighty night, nighty night

(Elmo snoring)

Nighty night.

♪ One, two, three, one, two, three ♪

♪ One, two, three, one, two, three ♪

♪ Count one, two, three dishes with one, two, three spoons ♪

♪ Or one, two, three friends singing a one, two, three tune ♪

♪ One, two, three ♪

♪ One, two, three chickens or one, two, three sheep ♪

♪ When we find the right one, two, three we'll go to sleep ♪