Star and Marco are playing a board game, using miniature versions of themselves as the game pieces. Their styles of playing differ in that Marco is mostly concerned with following the rules while Star just wants to have fun. Suddenly, Buff Frog arrives through a dimensional portal with his tadpoles. Because he has no one else to turn to, Buff Frog asks Star to babysit them while he goes to work. Star and Marco accept. Buff Frog gives them a binder containing information on how to care for the tadpoles properly, and instructs them to take extra care of Katrina, the youngest out of all twelve tadpoles. Then he leaves for work and will return to pick them up at six o'clock.
Star is looking forward to giving the tadpoles a fun time, but Marco insists on using the information in Buff Frog's binder, which says that the tadpoles' daily schedule consists mainly of eating and sleeping. After putting the tadpoles down for a nap, Marco goes to the kitchen to make their lunch while Star watches over the babies. Star finds it hard to resist their cuteness and wants to poke them so bad, despite being told to just watch them. But she cannot help herself and lightly pokes Katrina, accidentally waking her and the other tadpoles up. Unsatisfied with the slop Marco made for them, Star feeds the babies cake instead, causing them to spit up all over the living room. Marco insists they call Buff Frog, but Star is determined to carry out her responsibility without fail. When Buff Frog calls Star's portable mirror, the babies calm down from listening to Star's ringtone.
After Star and Marco give the tadpoles a bath and send a photo of them to Buff Frog, the tadpoles start sprouting their walking legs (except for Katrina). They start running around the house faster than Marco can keep up, but Star allows them to have all the fun they want. Unfortunately, Star loses Katrina four minutes before Buff Frog returns. Star and Marco search all over the house for Katrina, but she is nowhere to be found. The last place for them to look is in Star's bedroom, but it is too large for them to search by themselves. Using music to round up the other tadpoles, Star and Marco get them to help search for Katrina, and they find her sleeping in a pile of stuffed animals in the middle of a bunch of bear traps.
When Buff Frog returns to pick up his tadpoles, he is a little sad that he was not there to see his babies develop their legs. Fortunately, he is just in time to see Katrina develop hers. Buff Frog thanks Star and Marco for their help and leaves. Star and Marco go back to their board game, having learned that following the rules and focusing on having fun are equally important.
- This is Buff Frog's first appearance in the second season.
- The song Space Unicorn from "Cheer Up Star" is heard for the second time in this episode.
- This episode takes place at the same time as "On the Job".
Promotional and Concept