Chip Holland is a small boy, who strikes up a friendship with Burfur, a talking caterpillar. (Only Chip can hear him.) Through Burfur, Chip meets Terence the Turtle. A bird named Phoebe frequents Chip's bird feeding station, and the boy plays umpire in the battles between bird and caterpillar. Before the day when Burfur becomes a moth Chip is able to convince the caterpillar that the world is round, not flat. And when Chip applies war-paint to Burfur, the caterpillar comes close to becoming a meal for Phoebe's children. For a limited audience of animal fantasy fans.