Baby Lamb & Friends Wiki
Baby Lamb & Friends Wiki

I Can Make a Change is the 6th episode of Season 5 of Baby Lamb & Friends, the 79th episode overall, and the second and final part of a two-part special. It was uploaded to YouTube on September 20, 2020.


The gang comes across a sneaky gnome who has the power to magically turn Alice into whatever she wants, and Alice decides to trust him. They hope that the gnome's spells can be enough to save Alice from getting taken away by the CEO of LeapFrog before it's too late. 


Trumpy the Gnome puts Alice-who was just standing there-in a conveniently placed Mickey Mouse hat and backs up with a magic wand just near behind Alice's friends as he tells them to step back as he magically transforms Alice.

Baby Lamb wonders if she's gonna be ok, but Trumpy says she'll be alright and then leaves. Ricky makes Baby Lamb uncover the Mickey Mouse hat, which he does, only to find out that Alice has been left completely unchanged (much to the disappointment of everyone except Cow, who finds her beautiful). Donny confronts Trumpy for Alice's unchanged appearance, leading Trumpy to mention that she's only gonna change at night when the sun goes down. Donny is upset that Trumpy didn't mention it, only for Trumpy to mention that he's a crooked gnome and then leaves after a burst of evil laughter. Alice is angry that she's only going to change while she's asleep, so the gang decides to wait until the sun goes down.

A few hours later, the sun went down and Alice magically transforms. The sounds of the transformation woke Belle up and she finds out that Alice went from a purple caterpillar to a pink fly with two arms, two legs, and a new set of wings. Belle is amazed at Alice's new and completely different form, and Alice tries flying with her new wings. Baby Lamb and the others woke up and found out that Alice changed and are greatly surprised. Baby Lamb asks Alice how she feels and she says she feels free because she doesn't have to walk around on 8 legs anymore. Cow, on the other hand, thinks that Alice is a completely different person. Cow asks Alice what color is his underwear, and he's convinced that Alice is Alice after she answered that he doesn't wear underwear. Ricky asks Alice if she's comfortable with her new appearance, and Alice says that it sucks being a caterpillar. She's happy with who she is but is sad that it only lasts until the sun rises. Baby Lamb wishes there was a way her new self could be permanent.

Donny called the CEO of LeapFrog to show off the new Alice. He comes over and is shocked at how different and original she is but says she's perfect to be in his company. Alice is exasperated but the CEO says he's gonna be rich. Baby Lamb thought they get to keep her if she's more original, but the LeapFrog CEO says that Baby Lamb doesn't know how business works: we see something we like, we profit off of it. Cow notices that the sun is coming back up and suddenly Alice transforms back to her old self. The CEO is flabbergasted but Belle explains how the spell makes Alice original only for the night. The CEO doesn't care and wants to take her away, but Alice tells him off of how sick he is and how she wants to be with her friends. The gang cares about her, but the CEO cares more about money than friendship. The CEO then leaves in a huff, saying that he doesn't need her and there are plenty more ripoffs that he can take advantage of but he ends up falling off a ledge. Cow asks if he's alright, but Baby Lamb takes a quick look and says otherwise. But thankfully, the gang doesn't have to deal with him anymore. Alice thanks her friends for standing up for her, but she still wishes she was her new self and stay that way forever. Without any warning, magical particles surround Alice and she's her new pink self, despite the sun being up.

Alice is astonished that she's gonna be like this forever and is perfectly happy with it because she feels original and comfortable now. But Baby Lamb reminds her that no matter how she looks, she'll always be their friends. But nobody knows how exactly Alice became her new self permanently, but Alice thinks it's because of her desire to be brand-new. Belle and Alice then fly over to the park, making Baby Lamb jealous because the rest of them don't have wings. Ricky asks Donny if Trumpy can give them wings, too, with Donny groaning in disgust. The episode ends with a shot of Mickey Mouse dressed in his Sorcerer's Apprentice outfit, revealing that he's the one who made Alice permanently new.

EPILOGUE: Mejax is watching a funny cartoon and is laughing at it, but Bill tells him not to watch it because the guy who made it "did a lot of bad stuff". Mejax understands and realizes that he shouldn't be watching a cartoon made by someone problematic, so he then proceeds to watch "Ren & Stimpy".



  • The episode's title is based on a line from the song "Change", heard in "Steven Universe: The Movie".
  • This episode marks a drastic change in character design, making this the last time Alice appears in her original caterpillar form and now will be in her pink fly form from now on.
  • Although the crossover movie "Derrick McCormick & Friends" was released two months before this episode (which features Alice in her current design), this episode canonically takes place before the events of the crossover.
  • A lot of this episode is based on the iconic 2001 DreamWorks film Shrek. Several references were made.
    • Cow is looking at a picture of Shrek on the wall and says "I think I'm in love".
    • The fact that Alice is only going to change at night when the sun comes down because of a magic spell is similar to Fiona's curse where she turns into an ogre at night at sunset.
    • When Alice is telling off the CEO of LeapFrog, a musical arrangement of the theme from Shrek is playing in the background (arranged by Simon A.).
    • Some pieces of the original Shrek soundtrack is used in the scenes where Alice changes back to her caterpillar form and when she becomes her new pink self permanently.
    • Alice says the best part about becoming her new self permanently is "she doesn't have to kiss anyone", referencing how in Shrek true love's kiss is the only way to break Fiona's curse and it made Fiona an ogre permanently. Ricky punctuates the reference by imitating Shrek and saying "Look Donkey, I'm an ogre, I have layers".
  • The epilogue scene references the controversy surrounding Matthew Littlemore, the creator of "CartoonMania" (which Mejax was watching at the end) as well as the controversy of John Kricfalusi, the creator of "Ren & Stimpy".
  • IRONY: Mejax says he can't watch a cartoon made by someone who's been problematic, but then proceeds to watch Ren & Stimpy (even though John K. has been revealed to be problematic).

The Episode


Baby Lamb & Friends Episode 79 - I Can Make a Change (Part 2)