When some of the Care Bears and Care Bear Cousins see a city turn colorless, they try to care for the people who feel the same thing and refuse to say what is good. However, a girl named Jill, so colorful unlike other people, asks the Care Bear Family if they can make the city colorful again before they all turn colorless. It fails as the other Care Bears and the other Care Bear Cousins reach to the same place, so they use the beams to make them friends again and to put the rainbow crystal into the pit to make the entire city completely colorful.
When the Care Bears and Care Cousins are blown across the sky in a hot-air balloon, they end up in a place known as Drab City, where everything is grey and no one loves, hates, or cares about anything. A lone girl named Jill, who recently moved there, seems to be the only person not affected by this strange condition, though she is beginning to feel the effects.
Leading the bears to the outskirts of the city, they find an odd crystal meteorite that is emitting the grey light responsible for everyone's extreme apathy. Although she and the Care Bears all become paralyzed with indifference before they can do anything about it, a second group of bears and cousins arrive and restore everyone to normal with a Care Bear Stare before pushing the offending object down a bottomless pit, restoring the entire city to normal.