Small Stanley would like to be brave and fearless like a superhero. There's just one problem, though--some things make Stanley feel scared... "Write a list of all the things that scare you," says Grandpa. And Stanley does! Earwigs and centipedes are on the list, and the dark, and getting lost, and dogs and cats and lots and lots of other things. The list gets so long and Stanley gets so worried about forgetting fears to add to his list that he has no time to play with his friends...

Things are getting out of hand, but Grandpa has a plan. One windy day they go for a walk. Stanley brings his list of course, but just as he's about to add "wind" to the list... whoosh, the wind takes his list away. What will happen now to Stanley's worries?