The episode begins with Bobby outside raking leaves in the backyard, and Little Bill and Andrew playing on the grass. Little Bill asks Andrew if he's ever camped before, who admits that he's never done that, and wouldn't really go because of the bears. He adds that sometimes people are eaten by them when they go camping. Little Bill tells him that that's false, and that Bobby's been camping before and has never been eaten by a bear. Andrew is impressed and asks if it was overnight. Little Bill says so, and a bear has never eaten Bobby, but they should still go ask him.
Little Bill asks Bobby if he was ever eaten by a bear during a camping trip, who notes that if a bear would have eaten him, he wouldn't stand here talking to Little Bill. Andrew asks Little Bill what Bobby said, who says that he wouldn't be here if a bear had eaten him. That makes sense, and Little Bill wants to play camping. The boys start to walk around the yard, and find a camping spot. Andrew asks what they must do first. Little Bill says that they must go to sleep first and the two pretend that they are sleeping. Little Bill remembers that they haven't had their dinner yet, calls over to Bobby, and asks him what they're supposed to do first on a camping trip. Bobby says that first they have to set up a tent, which will keep them nice and warm and protect them from the rain. Little Bill then tells Andrew that he'll be back.
Little Bill comes back outside with some umbrellas, and the two pretend that they are tents for their camping trip. Little Bill says that they have to eat next. The two pretend to eat on their camping trip and Little Bill burps, making them laugh. Little Bill says that they should go exploring, making Andrew excited. The two march around the yard, explore for good sights, and pretend that they are walking through the wilderness at night. They walk past trees, find themselves at a river, put their canoe in the water, and start to paddle downstream. They hear an owl and then come across a window.
Little Bill and Andrew snap out of their imagination when they see their neighbor Mrs. Shapiro in the window. Mrs. Shapiro greets the boys and asks them what they are doing. Little Bill tells her that they are in a canoe and camping. Andrew asks Mrs. Shapiro if she is a bear, who asks the boys if they want her to be one. Andrew says so, Mrs. Shapiro growls like a bear, and the boys run for cover. When they run, they end up running right through Bobby's pile of leaves. Bobby yells that his pile of leaves is ruined. Little Bill and Andrew think it's funny and tell him that they were running from a bear, but are told to watch where they're going. Little Bill tells Andrew that Bobby is very crabby and bossy. Andrew wishes that he had a big brother, but Little Bill tells him that he can have Bobby. He tells him back that they should tell Bobby the news.
When the boys turn to tell Bobby the news, they find that he's gone. They wonder where he is, and Andrew thinks a bear caught him. They go looking for him, and stop next to the pile of leaves, which Bobby jumps out of, and scares them both. The boys run for cover when they realize that Bobby is a bear. Bobby laughs at his joke and reminds them to look out for them. Andrew asks Little Bill what they do next on a camping trip, which is go to sleep. The boys pretend to go to sleep, and Bobby tells them that they need sleeping bags if they want to camp. Little Bill notes that they don't have any, but Bobby tells them to wait outside, and will go get them some.
When Bobby leaves, Little Bill tells Andrew that Bobby isn't crabby anymore so that he can keep him. Andrew is a little sad, but understands. Bobby comes out with some shopping bags, and tells Little Bill that they're shopping bags when they're shopping, but they can be sleeping bags when they fall asleep. He hands Andrew and Little Bill both of them. When Little Bill steps into his, he rips right through the bottom of it. Bobby thinks that's cool, and he and Andrew rip through theirs, too. The boys start to march around the yard with the ripped sleeping bags on.
Alice the Great comes outside and thinks all of them have gone crazy. The boys think Alice the Great is a bear, but she's not. Alice the Great tells Andrew that his mother is here to take him home. Andrew is disappointed, but understands that he has to leave, and tells Bobby and Little Bill that he had fun camping with them. Alice the Great tells Little Bill and Bobby to go inside too, but Little Bill is having a lot of fun camping. Alice the Great tells Little Bill that it's almost dinner time. Little Bill asks Alice the Great if they can eat dinner outside. Alice the Great doesn't see why they couldn't do that. Bobby says that they could even set up his sleeping bags and tent up and spend the night in the backyard, and he and Little Bill head on in to get the supplies. Alice the Great asks them that they make sure to watch out for wild animals. The boys promise, and Little Bill tells them all to listen to a siren. They all pretend that it's wolves and run inside to get away from them.
Bobby and Little Bill come outside with the tent and sleeping bags. Little Bill is glad that Bobby is his big brother, who says the opposite. Bobby asks where they should put up the tent, and the boys start to set up camp and put up the tent, ending the episode.