Scaredy Brave Stinky, Dirty, Brave, and Monster Truck are ready to see Jumpy's new movie, but Brave is afraid of the popping popcorn in the cart! The vehicles want to help him overcome his fear so he can see the movie. Stinky and Dirty use an old mattress to make earmuffs for Brave, but he can't hear anything with them on, including the movie. Brave removes the earmuffs just as the popping starts again, and Brave runs frantically from the theatre. The vehicles work together to get the popcorn cart stuck in a tree as if it was a cat so Brave can "rescue" the popcorn cart and get over his fear. The popping starts again, and Brave cowers away, ashamed. Stinky and Dirty brainstorm by drawing out Brave's popcorn related horror fantasies in the dirt. Brave realizes that he is only afraid of the popcorn cart because of the sound, and that there is nothing popcorn can do to hurt him. Thrilled that he has conquered this fear, Brave returns to the movie and tells Monster Truck that even he is ...