In the prologue Sharon Kimm and Mickey Reid are childhood friends in a tenement neighborhood but are separated when Sharon is placed in an orphanage. In the story we see Sharon as a young Hollywood star whose quick rise to fame leaves her self-centered, superficial, and a spendthrift. Ironically, the film that skyrocketed her to fame was written by Mickey. But her success is brief; and when it comes crashing to earth, Mickey is there to pick up the pieces.
The inhabitants, including the trees and rocks, of Balloon Land are made entirely of balloons. They come under attack from the evil Pincushion Man. With the help of a quickly inflated army, they manage to fend off the attacker.
A young grizzly bear, undaunted by his mother's warnings of the coming winter, runs away from home only to be confronted by Old Man Winter himself.
The Big Bad Wolf stalks Little Bo Peep and steals one of her sheep. She enlists Little Boy Blue and a dancing scarecrow to assist her and her mischievous black sheep in rescuing it. Singing, dancing, hilarity and impalement ensue.
Flip the Frog finds himself in a house haunted by crazy skeletons.
Pinhead is ridiculed by the other boys on the way to the fishing hole.
A girl named Shuvra becomes a victim of raping and fights for justice. A so called lawyer named Nabab comes to help her and give her justice.
A Flip the Frog cartoon.
Willie Whooper, doused in reducing creme, shrinks to the size of a mouse and is chased by a cat throughout a house. Finally Willie returns to normal size and angrily covers the cat in reducing creme. The cat now shrinks to mouse size, and gets a black eye from the mouse he habitually torments.
Mammy gives Little Black Sambo a quick scrub on the washboard, then pats him down with baby powder, black baby powder, before sending him off to play. She warns him about the tiger...
Flip and a turtle train for a boxing match. They have comedic problems with their training equipment. In the match, a parrot acts as the ref.
Early color animated short of an adaptation of "The Legend of Sleepy Hollow"
Aladdin is a child laborer who works for a guy that exchanges "new lamps for old". This guy swaps a "new" lamp for 2-3 replacement old lamps, then brings back the old lamps for Aladdin to polish and make look like new. One day Aladdin sees a princess riding by as he looks out the window, and he falls for her. But then he must return to his lamp polishing...
A cowardly cat has several adventures involving pugnacious mice.
Jack sells the family cow for magic beans which grow a vine into the sky.
Old Mother Hubbard is the laundress for the king, but when she finds her cupboard bare, her dog travels to the palace where he winds up performing for the king.
Flip the Frog is working as a hot dog vendor at a circus. A thief steals a woman's purse and it's up to Flip to stop him.
A group of farm animals run away and form an a cappella quartet. Four animals discover their talent singing together and try to use their newfound quartet to make it through life.
A tailor aides his king, who is threatened by a giant and a swarm of bees.
Flip The Frog goes head-to-head with a swami-type magician, both trying to top each other (with some funny results). This all happens after the latter pulls a disappearing act with Flip's girlfriend.