She's the beautiful star architect and leader of Starry Up. She designs new stars and replaces those that have fallen or been dented by space ships and asteroids. Crystal is committed to maintaining the magical wishing properties of every star. Clever and kind, she keeps Starry Up running like a dream! 

Whimzee operates the Dream Machine and maintains the delicate balance between positrons and negatrons by fulfilling childrens dreams. Very caring, she has heart-felt debates with herself before choosing a dream for each little sleeper. She has her own strange but delightful sense of logic, and her heart of gold leads her everywhere. 

Sparky Dreamer is in charge of star production, dream fufillment, and sky maintenance. Her greatest invention is the amazing Dream Machine. Sparky often gets side-tracked with her inventions, so sometimes the universe gets "out of whack". But Sparky can quickly invent some new machine to help her friends out of a difficult situation! 

Dream Gazer is a mysterious Moondreamer who has great understanding of everything under the stars. She is consulted when the Dream Machine breaks or when an unusually complex situation arisis. Dream Gazer maintains the Dream Library and its collection of all the dreams since time began. Wise and loving, she speaks in riddles and sees into the future. 

Bucky Buckaroo is a star-ropin', cloud-punchin', comet-bustin' cowboy! He rides into the starry sky looking for adventure - and sometimes winds up in trouble! Feeling corralled by the Moondreamers' nightly routine, he glamorizes his life with songs, trick riding and a cowboy swagger. Loyal Bucky is always nearby to help his Moondreamer friends. (He has a horse which was featured in the two part episode "The Nightmare") 

She fills the night with lullabies.

Startiste creates beautiful light spectacles in the starry sky.

Glitzy Gleamer is the glamorous light show hostess in Starry Up.

Blinky is a little Star-child with big dreams! She loves adventure, and her curiosity often gets her into trouble! Ursa is a huge, cuddly mother bear and Blinky's constant companion. Blinky shares her innermost dreams and secrets with wise, tender Ursa. 

Bitsy is a model Star-child. Shy and hardworking, she understands the dream-making process very well for a little Moondreamer. Her pet and companion, Roary the lion, is outgoing, courageous and a bit of a snob. Shy Bitsy buries her head in Roary's mane when she has to talk. 

Frolic and her peacock pal, Fluffin, are ready to explore the uncharted universe.

Stardust and her friend, Hornsby the ram, look for lonely planets in need of stars.

When it's time to sleep, Celeste and her magical dragon Galaxia bring on the night! Adventurous Celeste and adorable but cowardly Galaxia tow the moon in place and pull the starry night across Starry Up. 

Dawn and her pal, Bunnyhop the rabbit, find the sun each morning and carry it over the horizon.

Dusky and her dog, Sunscout, roll the sun to where it's supposed to set at the end of each day.

Sundazzle polishes the sun.

Fundreamer creates happy daydreams for children.

Daystar supervises each sunny day.

Cloudpuff makes pretty cloud designs in the sky.

Three lovable friends help little dreamers back to sleep. Dozer quiets the night with his earmuffs, Stardust sprinkles sleep dust in the eyes of wide-awake children, and Stumbles silences any "bumps" in the night. 

This is Ursa Major's mischievous neice. She has little wings, unlike her aunt. 

Whimzee's mentor and teacher. 

The villainess from Monstrous Middle, Scowlene has never slept a wink in her life! She tries to keep everyone else awake with her nightmare crystals and nasty helpers. If she takes over Starry Up, she'll destroy dreams forever, and make everyone as cranky as she is! 

The creatures that go bump in the night! Shiner wakes children with his flashlight. Creaky fills the night with creaks and groans, and Squawker makes loud noises that jolt children awake. 

Scowlene's daughter. 

Grimace is the mad scientist who helps Evil Scowlene with her plans. He can invent any machine you can imagine, but something always goes wrong.

A nasty witch who challenged Whimzee to an imagination contest. 
  
Episode appearance: Whimzee Come Home

Episode appearance: The Poobah of Pontoon