The Twirlywoos visit a butterfly farm, where they watch all kinds of butterflies but are fascinated most by a small one that lands nearby. A man arrives with a plate of fruit, and the Twirlywoos quickly hide. When he leaves, they follow the small butterfly, looking for it behind leaves and flowerpots. The Twirlywoos eventually catch up with the small butterfly when the Hooter calls them home and they lift off into the air, and they find themselves flying beside it.

Back on the boat, the Twirlywoos are tickled by a little starfish which comes out of Peekaboo's house. To avoid being caught, the starfish keeps on shrinking, getting smaller and smaller until it gets so tiny that it disappears altogether! Show less