Jack Frost paints the leaves orange and brown as he warns the animals of the forest that Old Man Winter is coming. A bear cub mocks the idea, via song. He's a grizzly bear, he declares; and he's got a nice, warm coat. Later, his mother tucks him into bed, but he tries to sneak away. She spanks him and puts him back to bed. Tearfully, he runs away from home. He enjoys seeing the jack o' lanterns come to life, and listening to the scarecrow scat sing. But suddenly Old Man Winter arrives, and the poor bear cub is freezing. He'll need Jack Frost's help, in this animated musical short.