Plot

The Care Bear Cousins return home to Care-a-Lot. When the Grabber Gus goes missing, the Bears and Cousins must work together to find it and replenish the Care Cloud with Care Hearts, before Care-a-Lot disappears forever.

The Care Bear Cousins are surprised and happy when the Care Cloud leads them in the direction of Care-a-Lot for the first time in a long time. Meanwhile, in Care-a-Lot, Wonderheart has a belly ache, which must mean that something is coming. When the Cousins arrive in Care-a-Lot, they are shocked to discover that the Care Bears know nothing about the Cousins' mission to ensure that all Care Hearts are properly captured and uploaded to the Care Cloud. Chaos ensues when the Cousins' ship crashes into Wonderheart's bedroom, and ruins her favorite toy. Wonderheart is so upset about the accident that she decides to get back at the Cousins, and takes drastic action. A creature called Beastly steals the Grabber Gus, and starts capturing all of the Care Hearts for his own purposes.—K. Nachman

The Care Bear Cousins are hard at work on their ship, the Cloud Clipper. Brave Heart Lion grabs his Grabber Gus, and Bright Heart Raccoon, Cozy Heart Penguin, and Lotsa Heart Elephant grab their tools and get to work collecting Care hearts. Their mission is to capture all of the loose Care Hearts and make sure they are properly uploaded to the Care Cloud. Care Hearts are created when a human shows care to another person, and they are what keeps Care-a-Lot alive. After collecting some Care Hearts, the Cousins are surprised and happy when the Care Cloud leads them in the direction of Care-a-Lot. They will be going home for the first time in a long time.

Meanwhile, in Care-a-Lot, Wonderheart has a belly ache, which must mean that something is coming. Tenderheart Bear is concerned, but Cheer Bear, Funshine Bear, and Best Friend Bear soon appear to cheer Wonderheart up. Grumpy Bear is unimpressed by their overtures, and states his plan to read Wonderheart a story. Suddenly, everything starts to shake as the Cousins lose control of the Cloud Clipper and crash directly into Wonderheart's lighthouse bedroom. Concerned, all the Bears run outside to see what caused the commotion, and are surprised to see "non bears" with belly badges. Tenderheart is the only Bear who seems to recognize these new faces.

The Cousins are shocked to discover that most of the Care Bears know nothing about the Cousins or their mission. Funshine Bear remarks that he would have remembered being related to a lion. The Cousins introduce themselves, and explain all about the Care Hearts and the Care Cloud. Brave Heart Lion shows off the Grabber Gus, and the Care Bears are very impressed. Lotsa Heart Elephant reveals that Care-a-Lot could disappear if there is not enough caring, and therefore no Care Hearts to upload to the cloud. When Wonderheart asks who sent the Cousins on their mission in the first place, Tenderheart Bear takes responsibility.

The Bears and Cousins head back up the lighthouse stairs to survey the damage in Wonderheart's room. Wonderheart is horrified to find her favorite toy, Floppy Bunny, covered with orange goo. The Cousins feel terrible, but the damage has already been done. When Wonderheart wakes up from her nap on the couch, she sees the Care Cloud and notices that it matches her Belly Badge. She runs off, and the Care Cloud follows her. She soon discovers that the Care Cloud will do whatever she asks it to do. A small green creature named Beastly is seen trying to catch a Care Heart.

Wonderheart notices that there are many lost Care Hearts in the area, just as the Cloud Clipper appears. Beastly is hiding behind a rock, listening to everything Wonderheart is saying. Wonderheart decides that she and the Care Cloud need to hide so that the Cloud Clipper can't wreck anything else. The Care Hearts block Funshine's sun and wake him up, just as the Cousins surround them and start capturing the stray Hearts. The Bears and Cousins are thrilled because the Care Cloud is at nearly 100%. Meanwhile, Wonderheart is hatching a plan to hide the Care Cloud from everyone, so that no more Hearts can be uploaded, and the Cousins will not wreck anything else in Care-a-Lot.

The Cousins are back at the lighthouse to deposit some Care Hearts and head back out for more. They soon discover that the Grabber Gus is missing, and Bright Heart Raccoon's monitor shows that the Care Cloud's level of caring has dropped below acceptable levels. If they do not find the Grabber Gus and the Cloud immediately, the lack of caring may start to affect Care-a-Lot. Brave Heart Lion springs into action, and forms two teams to cover the different areas of Care-a-Lot.

Beastly is seen scurrying around the park, catching Care Hearts with the stolen Grabber Gus. Three bears are sitting at a table chatting, and as Beastly captures more hearts, the bears start to disappear. Wonderheart sees the Cousins, and takes the Care Cloud behind a tree to hide. The Cousins see Beastly with the Grabber Gus, and Brave Heart Lion demands to know what he is doing. The Cousins soon discover that Beastly is using Care Hearts to furnish and decorate his home. The Cousins demand that he return the Grabber Gus, but Beastly refuses, saying that they don't need it anyways because the Care Cloud is missing.

Hearing this conversation from her hiding place in the trees, Wonderheart heads toward the Cousins and confesses to having hid the Care Cloud from everyone because she was upset about her room being wrecked by the Cloud Clipper. Beastly runs away, and the Cousins follow him. They come across Tenderheart, Grumpy, and Funshine, who are starting to disappear. The Bears and Cousins team up and run after Beastly, overtaking him. They surround the thief, forming a circle, and activate their belly badges to create a rainbow that shines directly on Beastly. They recover the Grabber Gus, and Brave Heart Lion quickly uploads the remaining Care Hearts to the cloud. As the cloud is replenished, the Bears stop disappearing.

Wonderheart explains her actions, and apologizes to the Cousins. She states that she knows that what happened to Floppy Bunny was an accident, and asks the Cousins' forgiveness. Lotsa Heart Elephant responds by showing Wonderheart that they have cleaned Floppy Bunny. Wonderheart is amazed that her toy is no longer covered in orange goo, and Bright Heart Raccoon jokes that the Cloud Clipper crew is so clumsy that they have to have high quality cleaning products. The Bears and Cousins all laugh together.