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In the Children's Department, Jeff, Sam, and Jodie are watching as Muffy flies in a model airplane.  They duck as Muffy flies by, shouting, "Jeff, Sam, here I am!"

"Dartin' dive bombers!  That was Muffy up in that thing, I think!" says Sam.

"I couldn't tell!" replies Jeff.  As Muffy flies past again, Jeff realizes that it is Muffy.  He also wonders why Muffy is being carried away by a large bird, and suggests that they go help her.

However, it's not a bird that Muffy is flying on.  Jodie explains that Muffy is flying in a radio-controlled airplane.  "Kind of a toy for grownups, I guess you could call it."  Jodie then turns her attention to Muffy, asking, "Okay, Muffy, have you had enough of flying?"

Muffy is ready.  "Ready to land at your command!"

Jodie explains to Jeff that she is operating the airplane with a radio, that sends signals to the plane.  She then brings Muffy in for a smooth landing on the counter.

Jeff asks, "Oh, wow!  Are you okay, Muffy?"

"Yes, thank you, Jeff.  I feel fine," replies Muffy.  "That airplane ride was just divine!"

Sam is curious about what prompted the flight.  As it turns out, Muffy was helping Jodie was setting up a flight display for today's special, and mentioned that she had never flown before, so Jodie took her for a ride in the radio-controlled plane.

Jeff hasn't been flying, either, and is curious to know what it feels like.  "It's wonderful, isn't it, Sam?" says Jodie.

Sam doesn't have a good response to Jodie's question.  All he can muster is, "I don't know."

"Don't tell me you don't like flying," said Jodie.

Sam is sure that he would enjoy it, but he has never flown in an airplane before.  "Well, I've wanted to fly, but somehow, I..."

Jodie is unconcerned, and offers to show Sam what flying is like.  She invites Sam and Jeff to sit in two chairs and use their imaginations as Jodie explains what a plane ride is like through song.  "I'm your captain, Jodie, welcome aboard!  Just sit down in your seats now, and buckle your belts.  Prepare for the greatest thing that you've ever felt!  Lean back as the airplane moves slowly down the runway, and feel what it's like to be traveling the fun way!  This is what it is to fly!  This is what it is to fly up high!  To soar up in the air, without a thought or care, to glide above the clouds in the sky!"  As Jodie describes the takeoff, we see footage of an airliner taking off from an airport, and flying over New York City.

However, Sam quietly left the Children's Department during the song, which Jeff and Jodie don't realize until the song is over.  Muffy saw him not long ago, but didn't know where he went.  Jodie assumes that Sam went off to do his rounds, and that she also has a lot of work to do.  Jeff volunteers to help.  Meanwhile, Muffy is leaving to take off the pilot's hat, and then will return.

"And who says that mice can't fly?" remarks Jodie.

Next, we see three items: an airplane, a butterfly, and a dog.  As the Mime Lady walks into the scene, TXL asks us which one of these doesn't fly.  Is it the dog?  The Mime helps us figure out what flies and doesn't as TXL narrates.  Does a plane fly?  It has wings, and it flies, as the Mime demonstrates by sending it flying.  Does the butterfly?  It has wings, and after the Mime picks it up, it flies as well.  The dog, however, doesn't have wings, having legs instead.  Therefore, we were right - the dog doesn't fly.

Muffy is now in her house, explaining her manner of dress.  For her flight, she dressed the way pilots dress.  However, the goggles and hat left her hair a bit messy.  She gets a laugh by imagining that because pilots wear the goggles and hats, they must have messy hair!

Back in the Children's Department, Jeff asks Jodie if people can fly.  Jodie explains that without a plane or something around them, people can't fly, for lack of wings.  She explains that ever since humans saw birds, they had tried to fly, and eventually, they invented airplanes.  Airplane wings don't flap, but they are designed similarly to a bird's, and when the airplane goes fast enough, the wings lift it into the air.

Then a paper airplane flies past.  "Jodie, can paper fly?" asks Jeff.

"No, it can't," says Jodie.

"Oh, I guess I didn't see it, then," says Jeff.

"See what?" asks Jodie.

Then another paper airplane flies by.  Jeff questions whether paper can fly again, and Jodie reassures Jeff that no, paper can't fly, and asks him why.  Jeff explains that he saw two pieces of paper fly past them.  Now, Jodie has it figured out, and suspects that Muffy is playing another trick, and calls for Muffy to come out.

Muffy and Sam come over from the other side of the room.  Muffy explains that she wasn't working alone this time, as Sam helped Muffy with this trick, making the paper airplanes.  Jodie compliments him on his work.  Sam explains that they have to be properly balanced in order to fly straight, and you shouldn't throw them carelessly.

Jodie remarks that for someone who has never been flying, Sam knows a lot about flight and planes.  Sam begins to explain, "Well, I've always wanted to fly, but somehow, I, uh..." but then interrupts himself.  "Oh, my, leaping lizards, ha ha, look at the time!  I gotta go and do my rounds!  I'll see y'all later!  Bye!"

Muffy is puzzled about what is going on with Sam.  Jodie agrees, noting that this is the second time that he's done this.  Jeff suggests that perhaps he feels badly about having never flown.  Jodie and Muffy agree.  Then Jodie has an idea: make arrangements to take Sam flying.  She knows a place to rent a plane and a pilot, and can make arrangements for Sam to go flying.  She also asks that they keep it a secret until they know for sure.

Next, we hear a story about Max, who works as a bush pilot.  He did many things as a pilot, but most important was to report any fires.  Max also was skilled in air acrobatics, and would occasionally do tricks in the air.  One day, he was transporting a businessman, when he saw smoke coming from Fowler's forest.  His radio didn't work, so Max, much to the businessman's surprise, started doing what appeared to be tricks in the sky.  Max actually was spelling out "FIRE IN FOWLER'S FOREST" with the smoke from his plane.  When the townspeople saw this, they came to the rescue, and put the fire out.

Back in the Children's Department, Jodie comes running in, ecstatic.  She had made all of the arrangements for Sam to get a one-hour flight.  Muffy is excited, too - she knows that Sam will love it.  They can't wait to tell him, and so they will the next time that they see him.

After a quiz, we see Sam attempting to untangle a string with his teeth.  He's surprised to see us, and has a riddle for us: "What flies on a string, and gets tangled up easily?"  We guess that it's a kite.  Sam asks Jeff if he agrees with that.  He thinks so.  Meanwhile, Jodie thanks Sam for getting the knot out.

Muffy then suggests that they share their surprise with Sam.  When Sam asks about the surprise, Jodie says that they know that he's never been flying before.  Sam's response is the same as before.  "I always wanted to fly, but somehow, I..."  Jodie then tells him that tomorrow is his big chance, and that she booked an hourlong flight for him.  Sam is initially speechless, but then says, "Oh, ticking timepieces, look at the time here!  Oh, I'd better go and do my rounds!" and rushes off.

Everyone is disappointed about Sam's reaction.  Additionally, with Sam gone, Jodie wonders what she is supposed to do with the string.  Muffy suggests a nursery rhyme.

After the nursery rhyme and a quiz, we see Jeff in the Children's Department, picking up a butterfly kite and singing, "Butterfly, butterfly, why do you flutter by?  Please stop and tell me why... why I can't fly?"  We see footage of butterflies flying as Jeff continues to sing about all of the things that he would do if he could fly like a butterfly.  At the end of the song, Jeff wanders away.  After Jeff leaves, Muffy comes up, and makes a face about Jeff's song.

Up on the Roof, Jodie is looking for Sam.  He's standing behind a crate, looking at the stars.  Jodie sits with him, and Sam remarks that he appreciates the company, and how they're such great friends.  Jodie adds that this is how she knows that something is bothering him.

Sam explains that Jodie shouldn't have made the plans for him to go flying.  Jodie explains that they only did it to help him feel better, noting that he had said, multiple times, "Well, I always wanted to go flying, but somehow, I j..."

However, Sam had never been able to finish what he had been saying.  As it turns out, Sam had always wanted to go flying, but had never managed to get up the nerve to actually go.  Sam is afraid to go flying, and explains that after all of the experiences that he has had, he is embarrassed about being afraid to fly.

Jodie tells Sam that one doesn't have to be embarrassed about being afraid, because everyone is afraid of something - at least until they find a reason not to be.  Sam isn't sure.  "If you're suggesting that I have to go flying before I can not be afraid of it, then I don't think I can, Jodie."

Jodie then tells Sam that she used to be afraid of mice until she met Muffy.  After she met Muffy, she realized that there was nothing to be afraid of.  She also explains that she is afraid of other things as well, but she's learned that when she's with a friend, things are less scary.  She explains in song, "Sometimes I'm scared by the silliest things.  Dark windy evenings.  Bumblebee stings.  A big bolt of lightning.  A knock on the door.  I've even been scared by a creak in the floor.  Why I'm afraid of them, I've never known.  But I'm only afraid of them when I'm alone."  She continues by explaining in song that when she has someone with her, her fears just melt away.

When Sam realizes that he's not alone, he finally comes around.  "Well, I have always wanted to fly, you know, Jodie," he says, and when Jodie asks if he's with her, he responds, "Jumbo jets, if you're with me, what is there to be afraid of!"  With this, they head inside to tell the others.

Down in the Children's Department, Jeff and Muffy are lamenting the failure of their earlier plan to take Sam flying.  Then Jodie and Sam come in, and Jodie announces that she fould the "future flying expert himself".  Sam thanks everyone for being great friends.  Jeff is just glad that Sam is back to being his old cheerful self again, and knows that he's going to love flying.  Muffy tells him that she and Jeff will wave to him if he flies somewhere that they can see him.  Sam agrees with that, and that he will try to get the pilot to fly over the store.  Jodie is fine with that, but first they have to hurry up and get their work done, because otherwise, they'll never make it in time.  Sam can't wait, but is still nervous.

The next morning, Sam and Jodie are at the airport, and a plane taxies towards them.  When Jodie asks how Sam is feeling, he tells her that he is feeling fine, and is surprised that it's already 10:00.  Jodie makes sure that he hasn't changed his mind, and Sam starts fishing for excuses.  Jodie reminds him of the song from the previous night, and Sam agrees to come along.

Then the pilot comes out and invites them to board the plane, and be careful about the propeller.  Sam sits in front, and is amazed by all of the dials.  Jodie explains to him about how the pilot controls the plane.  Then it's time to start.  The propeller starts to turn, and they taxi towards the runway.  Jodie asks Sam how he feels, and fortunately, Sam is confident in their pilot's abilities.  When they take off, Sam remarks, "All right!  This is terrific, Jodie, terrific!  This is more fun than anything!"

Jodie tells us that Sam was interested in everything, and that his fear just disappeared.  He asked lots of questions including how high they were flying, and how far the plane could go.  He also was interested in the view, and remarked about how small everything looks from above.

"Oh!  Hey, don't forget we promised to wave to Jeff and Muffy!" said Sam.

Jodie remarks, "Gee, I hope they can see us!  I bet they can!  Really, I bet they can!"

Sam and Jodie wave to them, and Sam shouts, with great joy, "Hello down there!  We're flying!"

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