Fearless Freddie challenges Rheneas and Skarloey to a race. Thomas fixes Toby's leaky roof.
Fearless Freddie is an old engine who has returned to the narrow gauge railway after many years. He brags about being the fastest engine in the hills. He challenges Rheneas and Skarloey to a race, but it's a lot harder than he realized. Determined not to lose, Freddie remembers a forgotten old short cut to the bottom of the mountain and claims the victory! Rheneas and Skarloey challenge Freddie to another race and again Freddie puffs down a hidden short-cut. Rheneas is so desperate to beat Freddie that he steams right off the track! Freddie is sorry for encouraging the younger engines to go too fast. He uses his knowledge of the hidden tracks to help rescue Rheneas. When Thomas sees that Toby's shed at Arlesden End has a leaky roof, he volunteers to organize getting it fixed for his friend. Thomas tells Toby all about his plan but Toby still seems very sad. With the new roof complete, Thomas asks Toby why he still seems so sad. Toby explains that he liked the holey old roof - the birds would fly in through the holes and make their nests, Toby's home was their home too! Thomas has an idea. He arranges for the wood from Toby's old roof to be made into a birdhouse. Now there are more birds at Arlesden End than ever before. Toby is delighted!