Change can be a scary thing, like going to a new school or moving into a new home or just getting older. The little tree in our story is in for many new changes. As autumn arrives, the changes arrive with it. She notices frost that makes everything glittery and cold. Then she notices that her leaves start to change colors, and eventually they start to fall to the ground. And what has happened to her friend the caterpillar? All of this is overwhelming to the little tree. Luckily, the caterpillar returns just in time to help her conquer the fears of this transition by going through his own transition into a beautiful butterfly.