Grace wants her papa to tell a scary bedtime story. Her brother, Walter, is not so sure and wants a story that is “not too scary”. Papa weaves Grace and Walter in the story and starts out scary, but then discover that whatever is scary is something familiar and not too scary. Papa has to walk a delicate balance between making his story scary for Grace, but not too scary for Walter. Towards the end, the story ends up being too scary for both of them and they want to sleep with the light on.