The tender and exciting tale of the unusual friendship between a street urchin and a killer whale provides the basis of this touching family film. Both the boy, Jesse, and the whale, Willy, have much in common. Both have been separated by their families and forced to survive as best they can. Jesse was abandoned by his mother and lives on the streets. Willy was captured at sea and sent to live in a small marine park where trainers unsuccessfully attempt to teach him tricks. One night, Jesse and his friends sneak into the park to spray graffiti. He is caught and sent to a foster home where the kindly parents try unsuccessfully to reach out to the troubled boy. While there, he is told by the courts that he must clean up all of the damage he did at the park or he will go to jail. From there, he gets a job working with a plucky young trainer and a wise Indian who takes care of the whales. Jesse comes to love his job and most especially comes to love the troubled and lonely Willy. The two are drawn to each other and Jesse is able to train him. Unfortunately, matters get complicated when Willy gets stage fright and homesick while Jesse continues to reject his foster parents and tries to run away. Later the boy learns that the owners are trying to murder Willy for the insurance money and decides that somehow he and his new friends must save him by getting Willy back into the ocean where he belongs. Of course that is easier said than done, especially with the villainous owners right on their tails. "Willy" was played by both real-whale Keiko and an animatronic whale.