When a family emergency sends a single mother out of town, her twelve-year-old son, Lenny (Brewster) is left in charge of his younger brother, Joey (Andrusco). Lenny and his friends play a prank on Joey which convinces the naïve seven-year-old that he must leave town. So begins an odyssey to Coney Island in which the better part of the film is spent following Joey through a series of escapades on the beaches and attractions of the famed site. Engel and his friend Charlie Woodruff developed a small, portable camera for the production which allowed him to film his subjects from a wide range of locations and proximities. The result is a moving, intimate, unsentimental portrait of youth.