Sweatpea Sue is afraid of octopi. To help her get over her fear of octopi, the Pajanimals take Squacky's bed to the sea where they meet Ellie Octopus.

Share Day is at school tomorrow and Sweetpea Sue is nervous about sharing Daisy Puff with the class. When this continues to bother Sweetpea Sue, the Pajanimals turn to Ellie Octopus for help.