As sundown approaches and Twilight begins, the animals in the Big Woods known as The Nocturns emerge to work and play in the night. The Nocturns love the darkness and the magical time when the sun goes to sleep and the moon lights the sky. But one Nocturn does not like the night - not one little bit. A young raccoon too smart for his own good, Howard only likes the daylight where he can see things as they really are. But when Howard becomes lost in the darkness he discovers in one night it's not always what you can see with your eyes that matters - it's what you know in your heart.