This book is about a little bear's bedtime routine. He says goodnight to his dog, cat, mom, and dad and shuts out the light. After the lights have gone out, Bear begins to hear a thump and scratch from under his bed and wonders what could be underneath it. His imagination runs away with him as he imagines a spooky ghost, a monster, a witch, or a dragon. Eventually, Bear becomes so afraid that he calls his mother for help. The two discover together that it was only the cat underneath his bed making all of the scary noises.