Tilford is a middle-aged bachelor in L.A. who knows nothing about children. He's also a stuffed shirt, but he dearly loves Arabella, who volunteers at the children's welfare association. When runaways from San Francisco are picked up by the cops, Arabella assigns Tilford to accompany them on the trip home. Five kids from L.A. switch places with the lads from Northern California and board the train with a dog. Two are brothers, Ernie and Farina, who've already shown creativity in their shoeshine business. Once on the train, it's horns, fireworks, sneezing powder and other mayhem. Will anyone arrive safely in San Francisco after this pleasant journey?