Two normal sized children can't possibly fit into a four-inch bear's airplane so Paddy helps the kids "de-grow" and shrink to Paddy's size. They all hop into the plane and head to Maybeland. On the way, they meet Weary Willie the stork who is very thirsty. Since Paddy's plane is fueled by soda pop, Willie taps the tank and drinks all of the fuel leaving the plane empty and forcing the trio to land in Looking Glass Valley with sides that are way too steep to climb.