Otis Garner (Ernest Borgnine) was in his fifties when he walked out on his wife and kids. During a bittersweet reunion with his son Ted thirty years later, Otis hears a story about one special summer when Ted struggled with his own breaking point. An ambitious flashback shows the overworked Ted pressured to make time for his own young son Mike, and his buddy Andy, who want to spend the summer making some movies.
Finally realizing the importance of getting involved, Ted gives in and helps the kids create a very special film based on a classic Native American legend, the Sleeping Bear. Ted gets help from some unusual characters including a colorful tugboat captain, a man who has bears as pets, a Native American storyteller, and many others. Together they all help the boys with their film, and long the way, demonstrate the true meaning of friendship.