After hearing an eerie whistling noise, Salty tells Thomas a story of some flatbeds which he called the "Flatbeds of Fear." Thomas tells the story to Henry and Emily. Henry hears the noises whilst taking some pipes to Vicarstown, and refuses to budge, leaving Emily to take over, who is determined to find a sensible explanation.

Toby is nervous of going through Knapford junction as he does not know which signal is his. All morning, he tries to get through but instead nearly gets hit by the other engines. Once he finally collects the workmen, nobody believes him when he says his signal is red.