Fozzie Bear has a plan to get back at Statler and Waldorf when he does his act, but is crushed when he's replaced by Bruce Forsyth. Fozzie throws some nasty jokes and, for the first (and last) time, leaves the two old codgers speechless. Then Fozzie and Bruce end up performing together, and sing "Side by Side." A duck appears frequently in the sketches and skits.