Victor is a gentle dragon who loves looking up to the sky. One day, he notices a small animal leaping about between the clouds, who asks him to come and play with him; it's Guss, a funny little sheep. The dragon and the sheep take a lovely walk together in the clouds as if they had been friends forever. Eventually they reach the star nursery, where all the stars in the sky are born. Cradled by the gentle melody of the night, Guss and Victor fall asleep in a cocoon of clouds. When they wake up, they find pretty little stars that were born on their tummies!