More than anything, Benny wants to have a sleepover in the boxcar in Grandfather's backyard. When Henry tells Benny to call Michael and Tyler to see if they can spend the night, Benny is thrilled. Thrilled, that is, until people keep mentioning the word "scared." The boys are pretty sure they'll be fine. Then, before they can get to sleep, Henry and the three boys have to venture trough the dark night and back into the house. The boys hear a loud crash. Will they make it through the night in the boxcar?