When their home becomes too dangerous for them, Nathalie and Grace's mothers decide that Mama Morisot will move with the girls to the city of Verity while Mama Bibi stays behind. There, they find safety and friends—Nathalie in the dashing Maia and Grace in Theodora Bear—but all is not right in Verity.

The gears of industry grind on relentlessly in the city, threatening to stifle creativity and magic, seeking to end childhood. One tragic blow at a time, Grace watches as the magic and love around her dies until she also begins to give into despair. It will be up to a stuffed bear and the magic of the holidays to remind Grace how vital imagination is in keeping her family whole.