Bonnie and her mom are driving to Bonnie's grandma's house at night in the rain. Woody, Buzz Lightyear, Jessie, Mr. Potato Head, Rex, Mr. Pricklepants and Trixie are watching a black-and-white vampire movie on a portable DVD player in the car trunk. The car gets a flat tire, forcing the gang to spend the night at the Sleep Well motel. That evening, the toys leave Bonnie's backpack to explore the motel room. But, they get taken. Jessie, who's scared of the dark, meets Combat Carl, who's been trying to get home to his owner Billy. Mr. Jones, the iguana, is revealed to be the one capturing toys after he captures Carl and Jessie. Mr. Jones then brings the toys to his owner, the Sleep Well Motel's manager, Ron. Ron takes pictures of the toys, and puts them for sale on eBid. Jessie reunites with her friends and Carl, and meets Carl's friends. They try to escape the cabinet they're in, but can't. Someone buys Woody, and he gets boxed up. Then, Jessie gets sold, but the tow truck guy comes to fix Bonnie's mom's car tire, so Jessie doesn't get boxed up. When Woody is taken by the delivery lady, Carl suggests Jessie get in a box. Jessie's scared at first, but with encouragement from Carl, agrees to the plan. Against all odds, she frees Woody, and they make it back inside. With help from Mr. Potato Head's arm (which Mr. Jones got ahold of earlier), Jessie pulls back the curtain hiding Ron's office, revealing the toys to Bonnie and her mom. They take the toys back, and in the car trunk, everyone praises Jessie for saving them. During the credits, Carl and the other toys board a mail truck to get home to Billy. The police (presumably called in by Bonnie's mom) come to arrest Ron for stealing the toys. Ron runs away, steals the police car, and crashes it into the hotel sign. His fate is not shown.