This movie starts when, atop the roof of an observatory at their cloud-filled home of Care-a-lot, the Care Bears hear Wish Bear's story of how she (as a baby) found her new friend, a wishing star named Twinkers. The Care Bears are touched by this tale, but are a bit worried when she uses Twinkers' inherent power to wish them all some popcorn. Cheer Bear raises concern that this may be a frivolous use of Twinkers' power. Wish Bear, however, assures everyone that she is a trained professional.