Soothe baby to sleep with the sights and sounds of a mesmerizing Aquarium, right in the comfort of the crib. Swimming fish, gentle bubbles and softly glowing lights join with calming music and serene aquatic sounds (ocean waves, falling raindrops, babbling brook) to ease baby into slumber. And when morning comes, baby can enjoy quiet play with friendly characters. The smiling clam opens up when the roller ball is batted; the starfish spins when baby presses a lever. Baby can start motion, lights and sounds by pressing the shell button. Requires 4 "D" alkaline batteries (not included). 3 settings! 1. Music, lights, bubbles & swimming fish 2. Music & lights 3. Music only-3 soothing songs play for up to 10 minutes