Austin, Texas, is an Eden for the young and unambitious, from the enthusiastically eccentric to the dangerously apathetic. Here, the nobly lazy can eschew responsibility in favor of nursing their esoteric obsessions. The locals include a backseat philosopher who passionately expounds on his dream theories to a seemingly comatose cabbie, a young woman who tries to hawk Madonna's Pap test to anyone who will listen and a kindly old anarchist looking for recruits.

Gary Coleman stars as little Joey Seymour, a clever but lonely orphan shuffled from one foster home to the next, who is also determined to be the best Cub Scout ever. Pearl Bartlett (Katherine Helmond) is a hard-working executive who dislikes children, but she must take on a troop of Cub Scouts and become a den mother to save her job. Somewhere along the way, Joey teaches Pearl the true meaning of caring.