Monique, a beautiful monarch butterfly who loves nectar more than ANYthing, narrowly escapes two human butterfly catchers while migrating to Mexico with her flock. She hides in a crack in the ground, but moments later finds herself falling into an enormous cave that is home to caterpillars of all ages—caterpillars who don’t turn into butterflies because they’ve been brainwashed to think that they’re worms! Desperate to find her way out, she teams up with a rebellious “changing” caterpillar named Charley, and together they begin their dangerous journey back to the Outside World and freedom.