 Then they meet the King of Caterpillars whose daughter Omide becomes a beautiful butterfly, but she is too afraid to fly.The girls must get to the Fairy of the Forest before midnight, but time is running out.They visit the strict Lord of Time who does not want to stop the time for them for 5 minutes, so Maria and Mirabella sing a lullaby to him so that he can fall asleep, and time can be stopped.