Tell-Tale Tummy is the second part of episode one of Care Bears: Adventures in Care-a-Lot.



Grumpy proudly shows off his new invention to his friends.

At Grumpy's shop, Funshine Bear, Cheer Bear, Share Bear, and Amigo Bear try to get Grumpy to spill what he's been working on. Grumpy refuses, but after more pleading he concedes to give his friends just a little peak of what he's currently building. His friends run pass him excitedly. Grumpy catches up and unveils his new invention: the cloud express! It looks like a cloud with two doors on it. Cheer questions what it does and Grumpy explains: The cloud expression allows any bear in Care-a-Lot to deliver whatever they want to whoever they want. The package that's going to be delivered goes into the larger of the two doors, and then the delivery address then need to be punched in. After that, you open the second door, which reveals a large heart-shaped switch, and hitting this button sends your package on it's way. The cloud express rises during its demonstration and begins flying around the room, which causes the Care Bears to duck for cover. The new invention lands again by Grumpy, who again explains that, once the cloud express is done, anyone will be able to send anything, anytime they want!

In Share's garden, Share picks flowers while explaining how she thinks flowers should be the first thing delivered with Grumpy's new machine. In Grumpy's shop, Grumpy decides to take a break from working on the cloud expression, but does say he's pleased that it will be up and running by tomorrow. As Grumpy leaves his garage, Share enters while dragging her basket of flowers with. She announces that she's come to use the cloud express, but Grumpy is no where to be see. Share assumes the cloud expression is completed, reciting that Grumpy said that they could use it "anytime they wanted." Share waste no time filling the cloud express with flowers. When she tells the cloud express to give a flower to everyone, it goes haywire and flies off. Grumpy is returning to his garage when he notices the cloud express. He chases it to the Gathering Tree, where the cloud express explodes, shooting out all the flowers that Share had stuffed in it. Grumpy runs to pick up a pieces of his invention, as Share realizes that she's done wrong.


Share, Cheer, Amigo, and Funshine all hold hands to give Grumpy a Care Bear Stare.

Back at Grumpy's garage, Funshine, Amigo, and Cheer Bear try to cheer up Grumpy. Share Bear approaches and tells Grumpy she's sorry, but Grumpy misunderstands and replies that it's "not your fault, Share." Funshine realizes that to help their friend, a Care Bear Stare is in order. Share, Cheer, Amigo, and Funshine all hold hands to give Grumpy a Care Bear Stare. This works, and Grumpy feels better but then laments over no knowing what had happened to his cloud express. He realizes that someone must of activated the cloud express while he was on his break, but immediately assumes that his friends are innocent. Share feels guilty and decides to go alone with Grumpy's story, only to experience a weird stomach ache because of it. Cheer suggest that they investigate who might have done this and leaves with Funshine and Amigo.

Grumpy questions who would of done it as well as Share feigns ignorance, causing her to get another stomach ache. Grumpy hears Share's stomach, and ask if she feels sick. Share says her stomach feels like it's full of butterflies before hastily excusing herself to join the others. Before she exits Grumpy's garage, the stomach ache returns. Share observes it as Grumpy ask her if it's the butterflies again. Share nods, which leads Grumpy to explain that when his stomach feels like that, it's usually because of his conscience. Share ask what a conscience is, and Grumpy explains it's how he can tell right from wrong. Share becomes defensive and states that she hasn't done anything wrong, which gives her another stomach ache. Share excuses herself and leaves as Grumpy looks worried about his friend.

Around the Gathering Tree, the Care Bears investigate while using magnifying glasses and wearing deerstalker hats. Funshine finds a flower petal and calls out to Share to confirm if it is or isn't one. Share lies, saying that the petal stinks and therefore cannot be a flower. When Share's tummy starts to ache again, Share tells it to stop it, which causes Grumpy to ask her who she's talking to. Share replies "Butterflies," before quickly correcting herself and saying "No one." Surprise Bear runs up behind Share and Grumpy and shouts out "Aha!" which startles all the bears. Surprise Bear says she's found a clue, and shows everyone a pawprint on the ground. Funshine realizes that this means whoever used Grumpy's cloud express was a bear. Cheer is shocked by this and wonders out loud how a Care Bear could've done this. Funshine hears Share's belly and ask her if she said anything, but is interrupt when Grumpy Bear announces that Grizzle was surely be the one behind this! Cheer agrees while pointing out that it could've been Grizzle since Grizzle is a bear. Funshine also agrees, saying that breaking Grumpy's invention sounds like something he would do. Surprise Bear adds, "This comes as no surprise." Funshine and everyone agree to go talk to Grizzle about it, as Share's tummy rumbles again. Share tries to justify it by saying that it does sound like something Grizzle would do, so there's no harm in punishing him for it. As the bears walk over to Grizzle's Lair, Funshine says that if anyone of them had done it, they would of admitting to it. Share's belly continues to rumble, so Share covers her ears and tries to sing in order to ignore it. This fails, so Share shouts out "Quiet!' which gets everyone's attention. With her friend's eyes on her, Share admits that she was the one who broke Grumpy's machine. Grumpy is surprised by this, but Share confesses that she didn't mean to break it and she didn't mean to lie about it, either. Cheer assures Share that they know she wouldn't of broken it on purpose and gives her a hug for telling the truth. Share is glad that she is finally butterfly-free, which confuses Cheer. Grumpy explains that Share means that her conscience isn't bothering her anymore. Share ask for forgiveness and Grumpy replies that she shouldn't of used it without asking. Still Grumpy forgives Share under one condition: Share helps to build another cloud express! Share happily agrees to this.


Grumpy and Share worked together to build a new cloud express!

Back at Grumpy's garage, him and Share Bear have finished building the new cloud express. Grumpy is pleased as his new cloud express is even better than his last one. Share shyly ask if she can still send out the first delivery. Grumpy agrees to let Share's delivery be the new cloud express's first test run.

At Grizzle's Lair, Grizzle completes a card castle, winning a competition against Mr. Beaks. The cloud express shows up and gives Grizzle a bouquet for flowers and a card. The card is from Share, who apologizes for blaming Grizzle. Grizzle smells the flowers, which causes him to sneeze, ruining his card castle. While crying over his destroyed card castle, Grizzle tells Mr. Beaks to stop laughing at him.


  • When performing the Care Bear Stare (pictured above), Amigo Bear is incorrectly drawn with eyelashes.
  • When Surprise Bear shows up, her hairband is incorrectly colored the same shade as her fur. [1]
  • Cheer's deerstalker cap usually has a small rainbow bow on top, but when the bear are marching over to Grizzles, the bow is missing. [2]
  • Cheer's bow reappears in the next scene, but is incorrectly colored. Surprise's hair tie is again colored the same as her fur. [3]
  • When Grumpy scolds Share, Surprise bear is missing her hair tie and pony tail. [4]


  • This is the first time Amigo Bear has a speaking role.
  • Oopsy doesn't appear in this episode.
Care Bears: Adventures in Care-a-Lot
Season one
Episode 1a
A Little Help
Episode 1b
Tell-Tale Tummy
Episode 2a
Growing Pains
Episode 2b
King Grumpy
Episode 3a
Ice Creamed
Episode 3b
Episode 4a
Episode 4b
Episode 5a
Care-Ful Bear
Episode 5b
A Case Of The Grumpies
Episode 6a
Cheer, There and Everywhere
Episode 6b
Episode 7a
Belly Ball
Episode 7b
Episode 8a
Rainshine Meadows
Episode 8b
Oopsy the Hero
Episode 9a
All You Need Is...
Episode 9b
Episode 10a
Episode 10b
Share and Share Alike
Episode 11a
Dare Bears
Episode 11b
Battle of the Bands
Episode 12a
Episode 12b
Flower Power
Episode 13a
Two of a Kind
Episode 13b
Stand Up and Cheer
Season two
Episode 1a
Trueheart's Big Trip
Episode 1b
Bumbleberry Jammed
Episode 2a
Desperately Seeking Mr. Beaks
Episode 2b
Good Knight Bedtime
Episode 3a
Bumpity and Tweazle
Episode 3b
Here Comes McKenna
Episode 4a
Surprise Day
Episode 4b
Tempus Fugits
Episode 5a
Whose Friend is Who?
Episode 5b
Present and Accounted For
Episode 6a
Harmony: Unplugged
Episode 6b
King of the Gobblebugs
Episode 7a
Night Shift
Episode 7b
No Snow Day
Episode 8a
Belly Blanked
Episode 8b
All Give and No Take
Episode 9a
Luck O' the Oopsy
Episode 9b
Episode 10a
Tour De Farce
Episode 10b
Bad News
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Episode 11a
Forget It
Episode 11b
Episode 12
Episode 13
Emma's Dilemma
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Episode 14
Cheer Up
Episode 15
Down to Earth
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