Jill finds a real live caterpillar and brings it in to show Tony. Once they put it back on an outside branch, they all pretend to be caterpillars and turn into beautiful butterflies. Paper, paint and pipe cleaners are fashioned into butterfly art projects. Everyone plays out their own version of "THE UGLY DUCKLING" about a family of worms who take in a caterpillar that they think is a very fuzzy worm.