When Royce Partridge learns his boyhood pal Toby Bergman is dying of cancer he returns to the small town of Algonquin, Illinois on the Fox River where they grew up. Royce left Algonquin 40 years ago. Progress, with traffic, subdivisions and shopping malls, has changed the once bucolic river town. Royce surprises Toby in the hospital, he is slipping fast. Royce stays in Algonquin at a quaint Victorian bed & breakfast. Despite the heavy hand of progress Royce can see the small town he and Toby raced mopeds around as teenagers. But it is down on the banks of the Fox River that Royce relives the wild adventure he, Toby and two other friends had the summer of 1964 before they started high school.