At Barney's Fantasy Fair, the gang runs into a little girl who dreams of playing her violin in the talent show. Lucky for the girl, Barney's new pal Riff knows a thing or two about tunes. With the help of Riff, Barney, BJ and Baby Bop, the girl learns all about rhythm, instruments, music and sound. And the gang learns that music is everywhere, as they ride the rides, play the games and sing the songs of the fair.