When a fortuneteller (Opal Euard) teaches nature-loving young brothers Billy (Butch Patrick) and Timmy (Donnie Carter) a spell that will transform them into bears, they get to spend the day romping in the woods with a mama bear who treats the boys as her cubs. Back home, they reverse the transformation in front of their shocked father (Eddie Albert), but, when he tells everyone what he saw his boys do, no one believes him, not even their mom (Jane Wyatt) or their older sister (Brenda Lee).