Spider wants to cheer up and dazzle his friend Caterpillar using his web of magic tricks. But trick after trick fails to impress the now sleeping caterpillar who has tucked herself inside a tiny shell. Weeks later, Spider goes to visit his friend. Caterpillar asks him to wait as she slowly emerges from her sleep. Abracadabra! She is now a beautiful butterfly—the most magical trick of all!