Jock Van Rysell is a middle age psychiatrist on the verge of a nervous breakdown. When a parasitic male patient of his interrupts his comfortable life, his sanity is literally flushed down the toilet.

Bunky Blum is picked on in school. His only peace comes during lunch hour, when he and his mentally ill Mother eat McDonalds and visit a talking train named Train. The 83 year-old train is now a caged monument in the center of a children's park. However, Bunky believes that the train will break out of its confines and save him from the bullies of the schoolyard. When Bunky realizes that the train is not magical, all hope is lost and Bunky has a moral melt down. In a fit of rage, Bunky punches a girl in a wheelchair. The unsympathetic move lands Bunky on the losing end of a full out brawl. Bunky's Mother witnesses the schoolyard violence and she erupts into her own fit of rage, which ultimately sends her back to the psych ward. In the end, Bunky is left without hope, without family and without security. He returns to the old train to make a final plea for vengeance. But Bunky's giant steal savior has not come for vengeance. Rather, it offers Bunky what he needs, a shush of peace.