Ben and Holly introduce themselves to the audience and play hide and seek. Nanny Plum arrives and takes them to see their ladybird friend Gaston. Gaston's cave is very messy so they send Gaston away and give the cave a surprise makeover. When Gaston returns he gets very upset because he liked the cave messy. They all make it messy again and say goodbye to Gaston.
Nanny Plum AKA the tooth fairy takes Ben and Holly on her rounds to collect a tooth from a little girl Lucy. Ben and Holly make too much noise and Lucy wakes up. She is thrilled to meet them and asks if she can come back with them and visit The Little Kingdom. Nanny Plum shrinks her in order to fit into The Little Kingdom and they fly away on Gaston's back.
Ben, Holly, Nanny Plum, Lucy and Gaston have arrived back in The Little Kingdom. They take the tooth to the Wise Old Elf so it can be registered and stored away. The Wise Old Elf gets quite annoyed at Nanny Plum for shrinking Lucy and bringing her to visit The Little Kingdom. He allows her to stay and invites them to a rehearsal of the Elf Band who are preparing songs for King Thistle's birthday. King Thistle has come down with a cold and they all want to find a cure so he can be well to celebrate his birthday. Nanny Plum consults her spell book and finds a recipe for a potion to be applied to feel which cures all colds. Ben, Holly, Nanny Plum, Lucy and Gaston go on an adventure to get the ingredients needed for the potion. Once the potion is mixed together King Thistle drinks it by accident instead of rubbing it on his feet. Nanny Plum realises that it's the wrong potion and is in fact a potion for curing baldness!. King Thistle's hair starts to grow but as it does his cold symptoms disappear.
The King decides he doesn't want to celebrate and the others decide to try and cheer him up by planning a surprise party for everyone and not just to celebrate the King's birthday. Nanny Plum prepares a jelly which nearly turns into a jelly flood. The King decides that all he wants is for everyone to sing happy birthday.