|Produced by||Warner Home Video|
In the video, Elmo and the preschool students help their fuzzy, blue teacher Grover remember which number is which. Within the story are two other stories from Season 40, "The Counting Booth" and "The Speckle-Sparkle Fairy Freckles."
- Cartoon: Counting one duck
- Song: "2, Me and You"
- Animation: "Three is My Favorite Number"
- Elmo, Grover, Telly and Zoe are 4 friends, no matter how they're arranged.
- Film: 4 kids dance in 4 blocks
- Cartoon: "Go Down Emmanuel Road"
- The Count watches "Six Feet Under."
- The Speckle-Sparkle Fairy Freckles
- Cartoon: 7 cats
- Film: 8 dancers in the park
- Cartoon: Salty and Pierre look for the number 9.
- Animation: 10 Russian nesting dolls
- Animation: 10 flower pedals
- The Counting Booth
- Animation: Counting 10 things by 2s
- Cartoon: Counting 20 Fish
- Animation: Traction Jackson counts to 40.
- Animation: 10 dancing kids (played during the credits)