Bill, an intellectually disabled man, ventures out into the world for the first time, having spent most of his life in a dreary inner city institution. He is taken in by a kind family and learns what it means to love and be loved for the first time in his life.

Mickey Rooney
as Bill Sackter

Dennis Quaid
as Barry Morrow

Largo Woodruff
as Beverly Morrow

Anna Maria Horsford
as Marge Keating

Harry Goz
as Dr. Tom Walz

Kathleen Maguire
as Florence Archer

William J. Daprato
as Ray

Raymond Serra
as Harry

Jenny Rebecca Dweir
as Amy Hill

Breon Gorman
as Children's Teacher