Jake and Bella are playing boats but Bella can't decide where to put her lighthouse. Judy builds her a play block cliff. Judy then remembers what it was like when she visited some cliffs. She starts at the bottom and catches a funicular railway to the top. The feeling at the top is very different and Judy can see lots of different things from high up on the cliffs.

Milo has been sent to think about how naughty it was to pinch Bella on the arm. He considers it very carefully and remembers some of the naughty things that the others got up to in the past.

Judy is looking after a goldfish called Miranda. The Tweenies want to see lots of fishes and Judy knows just the place. Judy, Max and the Tweenies take a trip to the sealife centre where they find lots of different fish of all shapes and sizes. Milo and Bella even see a shark!