Langston Leaf loves his life on the second branch of the tall oak tree. He plays with his friends by inventing new games that combine imagination with Mother Nature. But when autumn comes, the happy leaf refuses to fall off the tree. Unfortunately, winter can't come until all the leaves have fallen. Neighborhood animals and a wise pine tree chime in to help Langston Leaf overcome his fears and take the plunge But how long will it take before winter can finally come?