George loves his toy train set. When The Man with the Yellow Hat tells him that Bill will be riding home on a train, he takes him to the train station so George can see how a real one works. The Man's friend Mr Quint has a brother who owns the train station and is the station master and shows George how each train has a number on it and must arrive at a certain time. When Mr. Quint and his brother have business to attend to, George is left in charge of the station and must arrange the trains so they all arrive in counting order.