In this children's film, George Waters (Nathaniel Moreau) is a young boy happily living with his eccentric grandfather, retired sailor Captain Waters (Ian Bannen) who tells the boy exciting tales of buried treasure. An interfering schoolteacher (Sheila McCarthy) motivates the child welfare organization to place George in a foster home, much to his dismay. When his foster parents turn out to be nightmarish folks, George must find a way to escape and get back to his beloved grandfather.