Billie Jo is upset that the Cannonball is late and she believes it has outlived its usefulness. Meanwhile, Homer Bedloe, the Hooterville Cannonball's arch-enemy, has been having terrible nightmares about the train. To get rid of them, his psychiatrist Dr. Leonard suggests that he "learn to love" the Cannonball. The Cannonball has been encountering some broken tracks. Kate decides to let the C&FW Railroad know. Bedloe writes back that he will fix the tracks. When Bedloe visits the Shadyrest Hotel, he is surprised how friendly everyone is being to him. Everyone except Uncle Joe. But Kate was just gas-lighting Bedloe and didn't really believe the change in him when he said he loved the train. She finds out Bedloe is planning to remove the old damaged tracks instead of replacing them to shut down the Cannonball. Kate comes up with a plan to stop him.