Winnie the Pooh has a problem: he can't fall asleep! Tigger tries to help by telling Pooh one of his favorite bedtime stories, "Once upon a Bounce." But when it's over Pooh is as wide awake as ever. He visits Rabbit, Piglet, Owl, Gopher, and Eeyore, hoping one of them knows a tale that will do the trick. However, it's not until he pays a visit to Kanga that he finds just the right story.