Forced to run away from the jungle by the Hunter, Babar makes his way to the City only to find it just as dangerous and confusing. Motherless and alone, Babar is befriended by the Old Lady, who tries to teach him how to fit into her world, with his ultimate test at a society dinner in his honour.

Babar leaves the Old Lady and City to return to the jungle so he can bring the other elephants his newfound knowledge. However, he discovers that despite the fact that his old friends are still running from the Hunter, they resist trying out any of his ‘new' ideas.

As the Elephants' new King, Babar's first decree is to build a city for all the elephants. However, not only does Babar have to contend with the fact that Lord Rataxes is also trying to build a city, his own obsession to see his dream city completed on time creates insurmountable problems.

At an important palace ball, Babar's advisors Cornelius and Pompadour jeopardize Babar's relationship with Celeste by forcing Babar to take the visiting dignitary's daughter to the dance instead of her.

Babar's hopes of rebuilding an old theater dedicated to his mother are jeopardized when all his subjects get caught up trying to build a rocketship in a silly attempt to beat Lord Rataxes to the moon.

Babar decides to let a young circus boy live in the palace, but when the boy regrets his decision and wants to return to his circus home, he discovers it might be too late since the circus has been captured by Lord Rataxes.

Times are hard for Babar when Lord Rataxes stops all pomegranate shipments from reaching Celesteville. However, when Babar finds a pet warthog in the jungle, Rataxes suddenly says he's willing to negotiate. What Babar doesn't realize is the warthog belongs to Lady Rataxes, and Rataxes has to grab it back before she or Babar discover that he lost it on purpose.

When Babar organizes a world class ballet to be performed in Celesteville, the star of the show, a temperamental prima ballerina, makes problems for his friends in the cast and crew and turns Babar's production into a disaster.

Babar is scheduled to perform a duet with a great pianist at a concert. However, he refuses to admit that the piece of music is too hard for him, so he procrastinates practicing until he feels so guilty that it begins to affect his job as King.

When Babar's crown goes missing, amateur sleuth Zephir decides to help Babar solve the mystery. However they both get panicky when all the clues point out that Babar's closest friends stole the crown as the first step to taking over his kingdom.

When Babar discovers that the ‘Phantom' in an abandoned theater is really a lonely Old Musician who lives there, Babar decides to try and help him come out of seclusion. Unfortunately, the Phantom resents the meddling and scares Babar's friends away to the point where they decide the theatre should be torn down.