When Mae and Bee find Marsha a little upset, they go to Lionel's for help finding her talent. Still unsure, it's Minni who suggests they journey to the mysterious Wistful Waterfall!

It's a special day when gnomes can wear each other's hats to try out their hat powers, but when Mae tries a hat with the power of flight, it rockets her into trouble!

After accidentally freeing some books from the glow-worm's private, underground library, Mae, Bee and Drew the earthworm must find a way to convince the escapee books to fly home!