Maximilian Pettigrew Westmorington Bassford Thorndike Finstersill Smith the Fifth, otherwise known as Max, is an uber-rich, super-spoiled kid. His only friends are his dogs and one more-or-less (mostly less) friend, Percival. Suddenly and dramatically, Max loses both his parents when they sink with the glamorous holiday island where his father has invested every one of his gazillion dollars. Max, in one terrible moment, becomes a penniless orphan. Furthermore, his father's lawyers have to dig to find so much as one relative to whom they can deliver Max. Next thing you know, Max, who thinks wrinkled old people are creeps, gets dumped in a retirement home run by witchy twin sisters, where he falls in love with a bunch of oldsters, yclept the Mother Goose-ites, who fall in love with him!