Willibit is slightly displeased becase he is "caught" by his sister while going off to play with Lillibit. His mother appears and askd Willibit to go to the market to trade some things for her. Willibit is disappointed at having the perfect opertunity to play ruined by a trip to the market; however he cheers up a little when he sees Lillibit who is going to the market also. Teeneybit asks if she can come along and Mrs. Grumpabit says yes. However if there is one bit who is the most feared in Foothill Forest it is Scareybit,so when it is rumored that she has been seen near the village Mrs. Grumpabit makes sure to tell her son Willibit to watch out for her. At the market the children meet up with Snagglebit and Helpabit who is selling flowers. While they are all talking Scareybit shows up. Indeed she has a reputation because the whole entire patrons of the market and some of the vendors disband.Willibit graps Lillibit and immediatly they run off. There is however one slight problem: Teeneybit is not with them. Teenybit is walking around alone in the forest when she meets up with Scareybit; at first Scareybit ignores the tiny little bit, but when Teeneybit is in danger from a snake Scareybit returns and bops the snake on the head rescuing Teeneybit. Meanwhile Willibit and Lillibit are frantically searching for Teeneyit, with the help of Snuffly they finally find her at Scareybit's house. Afraid that his little sister might be hurt by the witch Scareybit he bravely enters the house only to find that Teenybit is sound asleep and unharmed. Lillibit and Willibit take Teeneybit home. The children learn that Scareybit really isn't that bad, a Scareybit and Teeneybit form a friendship.