Edward is sent to The Works to be mended. On the way, he meets a narrow gauge engine called Skarloey, who is resting in a shed and is lonely as his friend Rheneas is going to be mended. The two talk for a while, until some workmen came to take Edward. Edward says goodbye and that Skarloey's railway is lovely before leaving.
Meanwhile, Sir Handel is having issues with some coaches. His punishment has ended and tries to be kind to the coaches but they refuse to trust him and become awkward and rude. When he has to stop due to a flock of sheep straying onto the line, the coaches angrily think that he deliberately bumped them, so they lurch into Sir Handel and bump him off the rails. No disaster strikes and no one is hurt, but Sir Handel limps home. With no engine to take the passengers home, Skarloey volunteers and goes to fetch the coaches.
When Skarloey arrives, he scolds the coaches for their behaviour and how they would have hurt their passengers. The coaches apologise and as soon as the guard blows his whistle, Skarloey's journey begins. Skarloey stops at every station making good time until they get to a hill. Skarloey thinks it would be easy when they go down, but it is not, as Skarloey's springs become weak from age and the rail joints jar his wheels. But as soon they come down the hill his springs become completely broken, tilting him on one side. His driver says they would need a bus to take the passengers. Skarloey refuses the idea as he is determined to get them back to the last station.
Later, James waits impatiently at the station but Skarloey makes it on time. James collects the passengers and takes them home. Everyone is pleased, but Skarloey reflects afterwards that he is in no state to pull trains, but is delighted when his driver tells him he will be mended and that he deserves it.
- Rheneas (does not speak)
- Sir Handel (does not speak)
- Peter Sam (does not speak)
- James (does not speak)
- Sir Topham Hatt (does not speak)
- Thomas (cameo)
- Percy (cameo)
- Duck (cameo)
- Douglas (cameo)
- Oliver (cameo)
- Annie and Clarabel (cameo)
- Terence (cameo)
- Crovan's Gate
- Rheneas Viaduct
- Skarloey Railway Engine Sheds
- The Works (mentioned)
- This episode is based on the stories Skarloey Remembers and Old Faithful from The Railway Series book of the same name.
- This marks the last time that Peter Sam and Sir Handel are referred to as Falcon and Stuart.
- This is the only episode in the entire series named after a Railway Series book, rather than one of the stories in the book.
- Oliver and Douglas appearing makes a continuity error since they did not arrive at the time this episode takes place.
- Edward and James have different whistle sounds for the rest of the season.
- This episode is the based after the events of future episodes. These being A Bad Day for Sir Handel and Peter Sam and the Refreshment Lady.
- This is the first episode where an engine has problems with springs.
- When Edward passes Skarloey, some of his wheels are not moving.
- Throughout this episode, Sir Handel has Rheneas' whistle sound.
- In the Crovan's Gate scene, either Thomas or Duck has James' whistle sound.
- Annie is facing the wrong way as Thomas passes through Crovan's Gate.
- After Skarloey leaves Crovan's Gate, the coaches lose their faces.
- Throughout the episode, when the engines whistle, no steam emits.
- When Skarloey says, "It'll be better downhill," the stripe on his tank is crooked.
- Skarloey becomes crooked before the spring breaks.
- In a rare still, there are four coaches behind Sir Handel instead of three when he is bumped off the rails.
- In a rare still, red and black wires are seen underneath Sir Handel's cab.
- The front coach on Skarloey's train is swapped with another, as the bufferbeam is lower when being coupled.