Farkus Faffner plans to auction off Faffner Hall's collection of musical instruments. The late Fughetta Faffner, a distant relative of Farkas and the founder of the hall, is horrified when she learns of Farkas' plans. The residents of the hall, including Riff, Mimi, the Wild Impresario and the ghost of Fughetta, attempt to teach Farkas that instruments are worth more than their monetary value. Guests include Bobby McFerrin, double bass player Gary Karr, and trumpet player Håkan Hardenberger.

Faffner Hall is holding a "Festival of Sounds," and the Wild Impresario is trying to find a sound to top the bill. Wild gets a mailed note from his former girlfriend Zola who announces that she is coming to visit him. Meanwhile, Farkus Faffner plans to blow up Faffner Hall where he will blame its residents and claim the insurance money. Guests include Nigel Kennedy and Joni Mitchell.

When an infant alien lands in Faffner Hall, Farkus comes up with a plan to become rich while Fughetta and Mimi discover that the alien needs music. Guest Spot: Riff whistles a riff of his own, then explains where he got it from: a dream he had which includes Mark Knopfler, George Martin, Paddy Moloney and an orchestra of The Frackles playing the tune he whistled as he heard a teakettle. While composing her song, Mimi encounters a wizard named Fish (played by Derek William Dick) to play the melody that she created.

Mimi informs Riff that the violinist virtuoso Piganini has booked a recording studio in town and plan to ask him to perform at Faffner Hall. Guest Spot: While hiding in the closet, Piganini encounters a janitor that Piganini claims to resemble Ry Cooder. The janitor gives Piganini the courage to overcome his stage fright and perform at Faffner Hall.

Farkus Faffner enlists a zookeeper as his business partner where he sells Faffner Hall to the zookeeper so that he can turn it into a zoo. Guest Spot: Back when Faffner Hall was at its peak, Fughetta Faffner recalls when she played a maid in a Spanish opera with Thomas Allen. The Faffner Hall Composer Busts recall to Fughetta about an a capella group they heard on the radio recently called the Electric Phoenix who use their voices as instruments (one of the members even does an imitation of Miss Piggy). Wild Impresario brings up the fact that Marion Montgomery was one of his old friends and was accompanied on the piano by Joseph the Tiger (a recycled version of Butch the Tiger).

Fughetta Faffner does her half-century sound check around Faffner Hall where she must make sure that there is one ghost in Faffner Hall according to Page 17 Paragraph 4C of the "Rules of the Dead." Fughetta soon starts to hear the voice of J.J. Ready (who invented the cash register in 1877). Guest Spots: During Fughetta's sound check, the ghostly sounds that Fughetta, Mimi, and Riff here have been coming from H.K. Gruber and his orchestra and the trumpet of Dizzy Gillespie.

Mimi discovers that a guy had broken the obo record by playing the longest note while on a tightrope. The original record holder was Fughetta's cousin Finkel back in 1853. Meanwhile, Farkus Faffner plans to use the instruments as scrap metal. Guest Spot: In his quest for junk, Farkas asks the Wild Impresario to show him something about music, so Wild shows him a tape with The Scottish Chamber Orchestra that demonstrates the instruments they play. A saxophone salesman (played by Courtney Pine) comes to Faffner Hall.

A TV crew is coming to Faffner Hall for a special on the building;he regular residents hope it makes for good publicity. However, Farkas Faffner has another scheme: he wants to turn the hall into an amusement park! Guest Spot: Gil Evans Orchestra and Ladysmith Black Mambazo appear.

James Taylor performs with the Wild Impresario.

Thomas Dolby demonstrates the sounds that you can make with a synthesizer. Patrick Moraz is the other musical guest.

Using a talking skull (a recycled version of Yorick the Skull from The Muppet Show), Farkus Faffner traps Fughetta Faffner in her solidified state and traps her as part of his haunted house plot. Mimi, Riff, and Wild Impresario end up summoning Fughetta's Great Uncle Fishknife for help. Guest Spot: Guest musician Youssou N'Dour shows Fughetta how to communicate with music despite language barriers. Steve Turre plays on seashells with a tourist family of dragons, and Yomo Toro plays his guitar.

A ghost exterminator named Madame Mumu (a recycled version of the Geri and the Atrics piano player from The Muppet Show) arrives at Faffner Hall where Farkus enlists her to get rid of Fughetta at the time when Farkus has a cold. Guest Spot: Madame Mumu comes across the room where Los Lobos is performing where Cesar Rosas is finding it hard to adjust to the upbeat mood of the music ever since his girlfriend left him.

lt's time for the 103rd Annual Fughetta Faffner Memorial Concert, and it's also time to pay Farkas Faffner his rent. No one has the money, so Farkas puts everyone to work and the memorial concert is canceled. Will the rent be paid on time to save the concert or will Farkas have a change of heart? Michala Petri and Robin Williamson appear in this episode.