Mabel can't believe it when one day she looks into a puddle and sees her reflection. She had always imagined she was a bright, beautiful caterpillar, but she realizes with horror that she's skinny, green, and plain looking. Her bright, cheerful smile turns into a frown. But then a red-bellied robin flies out of the sky to talk to Mabel. "Oh don't worry, little Mabel! I'm not going to eat you!" the robin says. "My name is Eloise, and I have been watching you from afar. What seems to be the problem here?" When Eloise hears what it is, she tells Mabel that beauty isn't determined by what's on the outside, but by what's on the inside. She advises Mabel to continue being a kind caterpillar and sharing her beauty with others. Mabel-who had always had a loving heart-follows Eloise's advice by striving even harder to help her friends in the meadow. Join Mabel as she learns the true definition of beauty and discovers that friendship and kindness can change the world.