A young boy, Josh Baskin makes a wish at a carnival machine to be big. He wakes up the following morning to find that it has been granted and his body has grown older overnight. But he is still the same 13-year-old boy inside. Now he must learn how to cope with the unfamiliar world of grown-ups including getting a job and having his first romantic encounter with a woman. What will he find out about this strange world?

Clifford overhears Mr. Bleakman say that feeding him must cost a lot of money. A carnival act called “Larry’s Amazing Animals” has just been in town, and the animals in the show told Clifford about an animal contest with a prize of a lifetime supply of Tummy Yummies. So he decides to run away along with Cleo and T-Bone, join the carnival act, win the contest, and bring the food back.