Barnaby Elf's uncle, Redbeard the Elf Pirate, comes to visit the Little Kingdom, but he has lost his treasure. Holly, Ben, the Fairies and the Elves must help Redbeard follow the clues to track down the treasure.

Holly takes some frogspawn home from class to look after, but is surprised when the frogspawn has turned into tadpoles by morning. Soon there are lots of little frogs for Holly to look after, much to the annoyance of King and Queen Thistle, who decide that a castle is not the place for frogs to live!