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Andy is now grown up and packing up his bags, including Woody, for college leaving Buzz and the rest of his toys in a trash bag to be kept at their attic. Accidentally, the trash was thrown out by Andy's mom by mistake. Knowing of what was happening, Buzz and the other toys escaped and hid in a box that was going to be donated to Sunnyside Daycare. Woody went to them to explain that Andy was going to keep them in the attic and that they thrown out by mistake but the toys didn't listen.

At Sunnyside the toys were welcomed by Lotso, the leader of the toys. By Lotso's rules, all the new toys will be put at the classroom where the children mistreat their toys. Woody tried to escape to go back to Andy but failed. A little girl with the name Bonnie found Woody and took him home. Woody met Bonnie's toys and was surprised to know that a sad toy clown named Chuckles knew Lotso. Daisy, the previous owner of Chuckles, Big Baby, and Lotso, accidentally left them in a playground. They travelled far to find Daisy but Lotso got angry when he saw that he had been replaced by a new Lots-O'-Huggin' Bear. Lotso convinced Big Baby that they had all been replaced. They made their way to Sunnyside Daycare and Lotso became an evil toy dictator. Chuckles tried and was able to escape the prison that Lotso was running. Woody returns to Sunnyside to rescue his friends. They formulated a plan to escape. That night the toys were locked up in containers with Buzz running on demo mode guarding them. They were able to reset Buzz into Spanish mode and as they reached the garbage area, Lotso and his group blocked them. Woody retold the story of Chuckles which made Big Baby throw Lotso into the huge garbage bin. Lotso grabbed Woody taking him down into the bin. Buzz and the other toys followed to save Woody. They were taken into a huge dumpster where a lot of garbage are shredded and burned. Fortunately, Woody and the toys were saved by the alien toys. Lotso was able to escape also but ended up being tied in front of a truck as a decoration. Woody and the others rode on a garbage truck that usually drives by Andy's house. They reached Andy's room, Woody making his way back to Andy's things while Buzz and the others went back to the toy box. Suddenly Woody had an idea that will make them and a little girl happy, he left a note to Andy. Andy thought it was a note from his mom and took his toys to Bonnie's house. Bonnie looked over the box filled with toys and recognized Woody. Andy was surprised to see Woody and was reluctant to give him away. He eventually gave Woody to Bonnie and played with her for a while. In the end, he thanked his toys for all the memories he had with them. Woody and the others were happy with their new home.