When Huckle has to get his tonsils out, Lowly stays with him in the hospital. Huckle's scared about the operation so he and Lowly tour the hospital, and meet other patients who aren't afraid. Not only does Lowly help his friend overcome his fear, he even gets to eat the ice cream Huckle can't eat after his operation. Cucumber and her assistant Pickles are terrified of their new assignment - to get pictures of lions. After looking all over for some lions, Cucumber and Pickles turn in for the night and are visited by a family of lions. Cucumber and Pickles learn that even lions aren't scary once you know them. All the kids and Miss Honey go up river for a picnic. When it starts raining and they hurry into a cave for shelter, everyone gets scared when they think there's a monster in the cave. A brave Miss Honey uncovers the monster - the Three Beggars - and when the clouds clear, they invite the 'monster' to join their summer picnic.