Benny the Bear discovers a brilliant rainbow stretching across Pinecone Forest after a rainstorm, sparking his curiosity and imagination. Inspired by its beauty, he dreams of seeing the world from above and decides to build his own flying balloon. Excited and full of ideas, Benny sketches a detailed plan for a colorful balloon with a sturdy basket and even a tiny shelf for snacks. As he envisions floating high above the forest, visiting distant hills and sparkling streams, he feels a deep sense of purpose and adventure, eager to turn his dream into reality.

The next morning, Benny begins his project with determination, preparing a workspace in the forest clearing and gathering the materials he will need. He visits Grandmother Webby, the wise spider, to request her strongest silk for the balloon, sharing his detailed plans and sketches with her. Impressed by his ambition, she agrees to help, promising to spin the silk needed for his grand adventure. Benny's excitement grows as he takes the first tangible steps toward creating his flying balloon, filled with anticipation for the journeys and discoveries that await him above Pinecone Forest.