A poor garden spider must deliver an important message to his cousins, the house spiders who live in the basement of the house where Bug and Budgie live. He is afraid to go into the dark damp smelly basement alone. When Bug and Budgie offer to fly him down the stairs, they all find it gloomy - and spooky too. Spider turns to his basement cousins for help. The creatures learn a lesson in working together to overcome obstacles, and Bug and Budgie make some new friends.