Bing, Sula and Flop are going to the paddling pool for a picnic and have everything they need. Bing has his goggles, Sula her beach ball and Flop has the picnic. But when they get there, the paddling pool hasn't got any water in it. Sula thinks it's no fun now but they discover they can do all the things they can't do when the swimming pool is filled up. They even have their picnic inside the paddling pool.