Youngster Toby (Jonathan Starr) and his sister, Liz (Anick), live with their aunt and uncle, who take in Cambodian orphan Hoang (Ky Huot Uk) while he awaits placement with a foster family. The three kids become fast friends, and, as they explore a nearby wood, they encounter a retired engineer (Mickey Rooney) living in an abandoned freight car. Playing off Toby's already active fantasy life, the kids and the engineer use the train car to make an imaginary journey to Cambodia.
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