Anthony Paul Productions

While flying a kite on a hill, two children named Stevie and Nancy are swept away aloft by their kite in sci-fi fashion to a fantasy, wonderland-type world called Agapeland. It is a lush green place near a river, containing over-sized mushrooms, living plants, and friendly woodland animals. Shortly after their arrival in the pleasant Agapeland, Stevie and Nancy discover the Marvelous Music Machine, which Stevie explains is a "quanamatic digilator." Stevie tries to make it work, but only succeeds in causing it to produce a loud noise, which shoves him back into the Music Machine's caretaker (possibly creator), The Conductor.

The Conductor assigns Benny the Bear to take care of the Music Machine. However, because he lacks self-control, Benny disappears to find some honey and leaves the Music Machine unattended. Will Benny's enormous appetite for honey endanger Agapeland and help Mr. Pimms wreck the Music Machine forever?