Follows the progress of a hungry little caterpillar as he eats his way through a varied and very large quantity of food until, full at last, he forms a cocoon around himself and goes to sleep. Die-cut pages illustrate what the caterpillar ate on successive days.

A little girl discovers a tiny caterpillar, and after taking care of him and feeding him leaves, she watches as he becomes a new and wonderful creature.

After a storm blows some of them away, the letters on the alphabet tree learn from a strange bug to be stronger by forming words, then a caterpillar comes along and tells them that words are not enough; they must say something important.

The hungry caterpillar and his friends enjoy the sensory experiences of fall, like looking at the leaves as they change color, listening to the whooshing wind, feeling the warmth of a warm cozy sweater, and more.