Lillian accidentally turns her cat into a familiar and creates a glamour zone around her home, based on Cornelia's bedtime story. The guardians clean up the mess, and Matt, Mr. Huggles and Napoleon, Lillian's pet cat, become the Regents of Earth.
In the B-story, Cornelia starts being happy for her sister.
- It is revealed that Lillian is the Heart of Earth and why Cornelia was chosen to be the Earth Guardian.
- The episode's writer is Cary Bates, best known to comic fans for his fourteen year stint as writer of the Flash, as well as writing Superman, Action Comics, Justice League of America, and Captain Atom (with Greg Weisman)