[The video begins with the title, "123 Count With Me"]

Ernie: (off-screen) 123, Count With Me!

[Ernie is seen walking by and sees Erika riding on her bike]

Ernie: Hi, Erika!

Erika: Hi, Ernie!

Fred: Hi.

Ernie: (to Fred) Hi there, Fred. (notices the audience) Oh, hi there! Hey, you know, it's such a nice day here on Sesame Street, I thought I'd take a walk. You can come along too.

[Ernie walks by the Furry Arms Hotel, he waves hello to two kids roller-skating, and looks down]

Ernie: (curiously) Oh, what have we here? (sees a gold diamond rhombus shaped key with a number 7 on it, he picks it up) It seems to be a key. Somebody must've dropped this. It says here, "Please return to the Furry Arms". Well, I guess we better do that then, huh? Sure, come on!

[Ernie walks up to the Furry Arms' entrance and Benny Rabbit is shown to be sleeping]

Ernie: Hi there, Benny ol' Bunny!

Benny: (wakes up, startled) Wha-wha-wha who- wha me?!?!

Ernie: Oh, I'm sorry, Benny, I didn't realize you were on your break.

Benny: Would I waste time sleepin' if I were on my break?! Now leave me alone, I'm workin' here! (continues sleeping)

[Ernie walks inside the Furry Arms Hotel and the door entrance makes the sound of a rooster]

[Cut to: Furry Arms Lobby. Humphrey, and Ingrid are present with some sheep, Sherry Netherlands sees them]

Sherry Netherland: Oh, Humphrey, Ingrid! Remember our policy! Kids; they're free! (leaves)

Humphrey & Ingrid: (in unison) Yes, Ms. Netherland!

Ernie: I just love the Furry Arms, don't you? (chuckles) Hi, Humphrey! Hi, Ingrid!

Humphrey & Ingrid: (in unison) Hi, Ernie!

Humphrey: Hey, look, Ingrid, it's Ernie!

Ingrid: Oh, yeah! Hi, Ernie!

Humphrey: Who're you talkin' to?

Ingrid: Ernie! He just came in!

Humphrey: Oh, Hi, Ernie! Then he must be in a room!

Ingrid: Who?

Humphrey: Ernie!

Ernie: Well, no. You see, I already have a room just around the corner with my ol' little beddy bye, but the reason I came in was because I--

Ingrid: (interrupting) Oh, oh! I know, I know! You came because you want to have lunch; At our half star restaurant! Today's special is "Peanut Butter green luck"! Mmm!

Ernie: Uh. No, no, see, I just had lunch with my buddy, Bert. I came in because I was--

Humphrey: (interrupting) Don't tell me, Don't tell me. You came in so you can ride up and down our elevator!

Ernie: Well, that sounds like fun, but that's not why I came in.

Humphrey: Then why did you come in, Ernie?

Ingrid: Yes! Tell us already!

Ernie: I was just about to do that. You see, I was walking along outside, and I looked down and I found this key. (shows them the room key)

Ingrid and Humphrey: A KEY??

Ernie: Yep, and it seems whoever is staying in room number 7 dropped their key and I bet they'll probably want it back too.

Humphrey: Well, what are we supposed to do?

Ingrid: Hmm, ooh, I know, my sweet petunia! We'll just ask everyone everywhere if they're missing a key!

Humphrey: Tip-top thinking, Ingrid! We can look here and there...

Ingrid: And up and down...

Benny: What?! Eh, count, me, out!

Benny: 🎵That's All you really need to-🎵


[Benny stops after hearing the blue monster yell]

Benny: M-m-m-me?!

Blue Monster: Yeah!..

Benny: I wasn't singing. I was-- I was just about to take my break! Yeah, that's it. Coming through! (runs off)

Blue Monster: But, But I was like--

Humphrey: Uh, maybe we can help you, sir, what seems to be the problem?

Blue Monster: Well, I seem to have misplaced my room key.

Ingrid and Humphrey: Aha!

[Humphrey runs to the mailboxes, knowing exactly what the blue monster is missing]

Ingrid: Are you by any chance in room 7?

Blue Monster: Why, yes I am!

Humphrey: (looks through the mailbox) Hmm... (sees the room key) Aha! (grabs the room key) Bingo! (runs over to the blue monster) Then here you are, sir!

Blue Monster: (takes the room key) Why, thank you! (laughs and then leaves)

Humphrey & Ingrid: (singing triumphantly) It worked! It worked! It worked! It worked!

[Ernie laughs at the audience]

Ingrid: (to Ernie) Ooh, ooh, Ernie! You are a genius!

Ernie: Aww...

Humphrey: And smart too! I'll bet that someday, you could be a terrific hotel manager!

Ernie: Me? You really think so?

Ingrid: Yes, but of course, you would have a lot to learn!

Humphrey: Naturally, Ingrid and I could teach you everything that we know!

Ernie: Aw, gee, I'd love to learn the hotel business.

Humphrey: Great! We'll start right away!

Ernie: Oh, good!

[They walk and see the dinger walking by]

Ingrid: Oh, see this?

Ernie: Yeah?

Ingrid: This is a dinger!

Ernie: Hello, Mr. Dinger!

Humphrey: Mmm-hmm, and anytime you need something, you just ding the dinger!

Humphrey & Ingrid: (in unison) And that's all we know about the hotel business!

Humphrey: Good luck, Ernie!

[They leave]

Ernie: But if... Gee, I wonder what happens when I ding the dinger? Guess there's only one way to find out, right? I'll give it a try. (laughs) Oh, but I wonder how many times I should ding it?

[The dinger holds up a #1 sign]

Ernie: One, Mr. Dinger?

[The dinger shakes his head yes]

Ernie: Okay, one ding it is! Here I go! (dings the dinger's head)

Benny: (entering with a bucket of ice) Okay! Here's the one bucket of ice ya needed! Right here! You got your bucket of ice right here. One bucket of ice!

Ernie: (to Benny) But I didn't want any ice.

Benny: (agitated) Then why did you ding once if you didn't want one bucket of ice?!

Ernie: I dinged once to see what would happen.

Benny: Oh. You wanted to know what happens when the dinger is dinged?

Ernie: Mmm-hmm.

Benny: Well, I'll tell you what happens when the dinger is dinged. When the dinger is dinged, I come. And how many dings you dinged the dinger tells me what needs to be done. You dinged one time, so I bought one bucket of ice. You got it?

Ernie: Mmm-hmm, I sure do, Benny. I know that if I ding once, you'll bring one bucket of ice.

Benny: (sarcastically) Oooh, how very educational! Now leave me alone! (leaves)

Ernie: (to the audience) Gee, I kind of like this dinger business, how about you?

[The segment goes to the "One" song]

Ernie: (calling) Hey, Mr. Dinger!

[The dinger approaches over to Ernie]

Ernie: What do you say we try two dings?

[The dinger agrees]

Ernie: Okay? Here we go, dinging two times to see what Benny does. Here we go. (dings the dinger's head two times)

Benny: (enters with two towels) Make way! Make way, will ya? Okay, here's the two fresh towels you- (sees Ernie) You better need these towels!

Ernie: Well, actually, Benny, I don't need those towels. You see, I just wanted to see what would happen if I dinged two times.

Benny: Well, now you know!

Ernie: Mmm-hmm, I know that if I dinged twice, you'll bring two towels! (counts the towels) One, two.

[Benny squeaks his teeth in frustration as the "Holy cow, it's number 2" song plays]

Scene 3

Benny: Hey, Ernie?

Ernie: Yeah?

Benny: (nicely) Do me a favor will ya??

Ernie: What's that?

Benny: (shouting at the top of his lungs) DON'T DING TWICE ANY MORE!

Ernie: Alright.

Benny: Good! (leaves)

Ernie: I'm gonna ding, three times. (chuckles) Here we go. (dings the dinger's head three times like so)

Benny Rabbit: Here's the three pillows you ordered. Here you go-- (sees Ernie again) YOU AGAIN! (throws the pillows in anger) GET!..-- I THOUGHT, I THOUGHT YOU SAID YOU WEREN'T GONNA DING ANYMORE!!!!!!....

Ernie: I said I wasn't gonna ding twice anymore and I didn't. I dinged three times. (chuckles)


[Benny leaves while Ernie and the Dinger (The dinger doesn't sounds quiet because communicates by dinging) laugh at his bad mood. Cut to: Counting Crows: Count it 1-2-3]

Crows: 1 and 2 and 3 counting is our favorite thing, we think about beautiful numbers and count things, count them as we sing. Counting in the sunlight, Counting things, one and two and three even counting in the Dark night. when we counting we feel so happy!.

Lead Crow: 🎵We were hanging out in Hooper's store, staring at some salt shakers, we stuck up an conversation (with Mr. Handford) behind the counter. (We say!) Mr. Handford how many salt shakers you got? (you got?) ‘Cause we bet you got a lot! (He said)🎵

Mr. Handford:🎵 There is a way that you can See, come on come rows count them with me yeah!🎵

Crows: 🎵1 and 2 and 3, counting all the shakers that there be we counted everyone, counted them all and found that there were three! counting in the sunlight counting things 1 and 2 and 3.. even counting in The Dark night when we counting we feel so happy..🎵

Lead Crow:🎵We were hanging out at The Fix-It Shop, staring at some old toasters. we stuck up a conversation (with Maria)who was working on them toasters. (We say!) Maria how many toasters have you got? (you got?) because we bet you got a lot! (She said)🎵

Maria: 🎵There is way that you can see, come on crows count them with me yeah!🎵

Crows: 1 and 2 and 3 counting all the toasters that there be.. we counted everyone, counted them all and found that there were three! counting in the sunlight counting things 1 and 2 and 3.. even counting in The Dark night when we counting we feel so happy!

Yeah we feel so happy!

Counting 1 and 2 and 3!

[Cut to Number Guy:4]

Number Guy: 🎵How many elephants can you fit in a room, before they fall through the floor?🎵 The answer is 1234, (room collapses) 🎵4 elephants fall through the floor.🎵 (a hat with 4 falls on him) Four!

[Cut to :Elmo's Jive Five. () for the Backup singers' lines.]

Backup Singers: (FIVE! FIVE!)

Elmo: (rapping) (Five!) Yo! MC Elmo's got something to say

' Bout the Sesame number for today

It's the number we're pitching

And that's no jive:

It's cool, it's hip, it's fresh, it's FIVE!

Backup Singers: (Five)


Elmo: Yo, Five...(Yo, five!)

No jive...(no jive!)

Yo, FIVE! (Yo, Five!) (FIVE!)


Give me five now! Five on a clock! (Five on a clock)

Five fingers on a hand (Five fingers on a hand)

We got five on a block (We got five on a block)

And a five in the sand (five in the sand)

Elmo time, HEY! (Five)


Yo, Five...(Yo, five!)

NO JIVE...(no jive!) YO, FIVE! (Yo, Five!) 

[Backup Singers disappear]

Scene 4

[The scene scrolls to Benny and the Dinger with a bar of soap]

Benny: (to Ernie) Well, if you don't want five bars of exclusive Furry Arm's brand soap with lanolin, (shouting) YOU SHOULDN'T HAVE DING THE DINGER FIVE TIMES! (grits his teeth and leaves)

Ernie: Okay, I'll keep that in mind!

[The phone rings]

Ernie: Oh, the phone.

Humphrey: I'll get it!

Ingrid: I got it!

Humphrey: I got--

[Ingrid and Humphrey and run and bump into each other, falling]

Both: OMPH!!!

[Ernie picks up the phone, Humphrey and Ingrid stand up looking almost hurt from bumping into each other]

Humphrey: Ow...

Ingrid: Ow!

Humphrey: (rubs his head) …Man, ow. Ow...

Ernie: Hello? Oh, hold on, hold on. (to Humphrey) It's for you, Humphrey. (gives him the phone) Here you go.

Humphrey: Thank you. (speaks into the phone) Hello, Furry Arms. How may I help you?

Penguin #1: We're hungry!

Humphrey: Oh, well, what would you like?

Penguin #1: A fish!

Humphrey: Fish.

Penguin #2: A fish!

Humphrey: Fish.

Penguin #3: Fish!

Humphrey: Fish.

Penguin #1: How about you, guys?

Penguins: Fish, fish, fish!

Penguin #1: You got it?

Humphrey: Oh, well, let me repeat that. Um... Fish, fish, fish, fish, fish, fish.

Penguin #1: (gasps in excitement) You got it!

Penguins: Yaaay!

Humphrey: Alrighty. Be right up with order, Mr. Penguin Sir.

Penguin #1: Yum!

[Humphrey hangs up the call]

Humphrey: Ingrid. Go tell the kitchen: Fish, fish, fish, fish, fish, fish.

Ingrid: Fish, fish, fish, fish fish.

Humphrey: Uh, no, um, fish, fish, fish, fish, fish, fish.

Ingrid: Hmm. Not that easy an order. But I'll get it.

Ernie: Um, um, excuse me, uh, Ingrid and Humphrey? I have a better way for you to do this.

Humphrey: A better way? What do you mean?

Ernie: Mmm-hmm.

Humphrey: What do you mean?

Benny: Oh. The Dinger dinged. Well, why didn't you say so? (collapses)

Ernie: Uh, uh, Benny, are you okay?

Benny: (weakly) Leave me alone. I'm on my break...

Benny: There you go! (laughs) Fifteen elephants! Are you satisfied?

Ernie: Oh, no, no, that wasn't fifteen, Benny.

Benny: (irritated) What do you mean that wasn't fifteen?! That was fifteen! I know how to count!

Ernie: No, Benny. I'm sure. That was only fourteen.

Benny: Oh no!

[One more elephant pushes Benny away]

Benny: 15!!!!

Ernie: Bye-bye, Benny!

[The segment goes to "Masked March #15"]

Scene 8

Humphrey: How do you like the hotel business so far?

Humphrey and Ingrid: How could you!?

Ingrid: We love counting and

Humphrey and Ingrid: We want more!.. (continues crying and sobbing into each others arms)

Ernie: Hey wait a second! Wait, there's no need to cry, Calm down!

Humphrey and Ingrid: (wailing)

Ernie: Hey, there's always stuff to count!

Humphrey: (sniffles) Really??

Ernie: Come on everybody!

Humphrey: (feeling better and stops crying) Where're we going?!

Ernie: We're going to count!

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