Clay isn't happy when he learns he has to move away from hisfriends and the bright lights of New York City. Small townlife with his grandfather (Ed Asner) is lonely, and hemisses his firefighter father (Judge Reinhold), but Clayfinds friendship with his loveable dog, Sheeba. When Wax,the bully, appears, Clay tries to stand up for himself buttrouble ensues. When Wax takes Sheeba, Clay must use hiswits to outsmart the mean teenager.