Farfallina the caterpillar and Marcel the young goose are best friends. Farfallina likes Marcel's soft feathers and his gentle eyes, and Marcel likes Farfallina's smile and her pretty colors. They both like playing together all the time. But one day, Farfallina does not feel quite like herself. She climbs high into a tree while Marcel waits below in the grass. As he waits for her to come down, Marcel begins to grow and change, while in the tree Farfallina is also changing. With all their changes, how will the two friends recognize each other when they meet again?