On the ocean, a yellow bear and a purple horse, who live in a giant ship, look after a pack of baby animals known as the Care Bear Cubs and Care Bear Cousin Cubs. During their journey, a red
sea serpent threatens them; it is revealed to be one of the many forms of Dark Heart, an evil
shape-shifting spirit that brings chaos to the land. They escape by following a rainbow up to the sky, while the boat transforms into the Cloud Clipper. In the sky, they meet the Great Wishing Star, who gives the group their iconic "symbols", which indicate each creature's role or specialty, and are attached to their chests. True Heart Bear and Noble Heart Horse, as the characters come to be known, become founders of the Kingdom of Caring, a land which comprises Care-a-Lot and the Forest of Feelings. For the Bears' first Caring Mission, True Heart and one of the cousins, Swift Heart Rabbit, travel to
Earth at a
summer camp, where they meet three of its participants: a kind and determined young girl named Christy and her best friends, twins John and Dawn. Christy and the twins are concerned because a boastful boy nicknamed the "Camp Champ" always emerges victorious in showdowns. They decide to confront him, only for him to assign them to trash duty. A distraught Christy resolves to run away with her friends, only to get lost in the nearby forest. True Heart soon finds and rescues John and Dawn and brings them to the Kingdom of Caring. Upon arriving, the children hear a bell toll from the Caring Meter, which tells the Bears how much caring is taking place on Earth. Noble Heart and True Heart tell them to babysit the Cubs before leaving to search for Dark Heart and Christy. Meanwhile, in the forest, Christy meets Dark Heart, disguised as a human teenage boy, and asks him to make her the new Camp Champ. He grants her wish, but warns she must pay him back later and walks away as she finally encounters her friends. Aware of Dark Heart's potential, True Heart and Noble Heart take action by moving the Bear Cubs to Care-a-Lot, and the Cousin Cubs to the Forest of Feelings. Both sets quickly grow up to become the Care Bear Family. Later, while the Bears and cousins decide to celebrate the Kingdom of Caring's anniversary and prepare a party for the Kingdom's founders, Dark Heart sneaks into Care-a-Lot disguised as a
repairman to capture the Family. A cluster of Star Buddies, an army of stars which defend the kingdom under the command of the Great Wishing Star, drive him off; he then morphs into a red cloud of mist. The Bears shoot light at him from their bellies, forming the "Care Bear Stare"; the Cousins also help by using their "Care Cousin Call". After Dark Heart is fended off, True Heart and Noble Heart decide to search for and defeat him, leaving the Bears to handle missions by themselves. During their patrol, the Bears and Cousins spot Christy stranded in a canoe within a lake, but before they can rescue her, Dark Heart appears as an aura of mist and attacks them. The family decides to retaliate, only to be captured and trapped in his magic bag, which was the favor he wanted Christy to do all along. The few Family members at hand determine that she has teamed up with him. This prompts Tenderheart Bear to hold a
press wheel in the Hall of Hearts. John and Dawn join the conference after Friend Bear and Secret Bear save them from a moose that was under Dark Heart's influence and listen to Tenderheart Bear discuss his plans to successfully put down Dark Heart. Later that night, Dark Heart brainwashes everyone staying at the camp, causing them to wreak havoc. The Bears and Cousins search for any stranded Family members and engage Dark Heart again, only for Dark Heart to imprison them—first in cages, then freezing them inside big
rubies hanging from a chandelier. Meanwhile, John and Dawn tell Christy of their conviction to rescue the Family from Dark Heart. Feeling guilt, she finally comes to her senses and pays him back by admitting what she has done. Her bargain with Dark Heart is over, and she finally admits that he must be expelled once and for all. True Heart, Noble Heart, whom Dark Heart tricked into leaving the family alone while chasing his shadow, John, and Dawn partake in a heist to reach and destroy Dark Heart inside his lair. After sending Grumpy Bear and other two mates in an attempt to steal a necklace with a key, Dark Heart attacks them again. Christy soon joins the heist and threatens Dark Heart to release the bears. He refuses, and shows her the chandelier in which the Family is trapped. After an argument with Christy, Dark Heart warns her that if she saved his life, she should run and save hers before shooting bolts of red magic into True Heart and Noble Heart. Both confront Dark Heart, which transforms again into an aura of red magic. Christy attempts to intervene, only to be struck by one of Dark Heart's bolts of lightning. In a last ditch effort, she flicks a marble into the lever holding the chandelier before dying. When the chandelier breaks, the family confronts Dark Heart one final time. He looks at Christy, who tells him that be it good or bad, he is still a person. Dark Heart's evil magic fades and he begs the family to bring her back to life. To resurrect her, the family, John and Dawn chant to Christy that they care, ask the audience to join in and Dark Heart, who is hesitant at first, finally opens his mind and starts caring. Christy comes back to life, and due to Dark Heart's magic perishing, his lair collapses. After a successful escape, Dark Heart is freed from the dark magic and becomes a human permanently, much to everyone's delight. After a large celebration, the bears bid farewell to the campers and return home. The Great Wishing Star delivers an ending speech, which is followed by Harmony Bear and Brave Heart paddling a rowboat past the castle and flashbacks of the family's childhood. ==Cast==