Jonathan (Harlen Carraher) is saddened by being left out of his slightly older sister Candy's (Kellie Flanagan) secret group of guy friends. A new student named Mark Helmore (Mark Lester, the title role in "Oliver!", who is just now re-entering the film world again since the 70s) has arrived at Schooner Bay Elementary School from England. Candy is instantly smitten and becomes jealous when Penelope Hassenhammer (Debi Storm) swoops in first. Captain Gregg (Edward Mulhare) mistakenly thinks Mrs. Muir (Hope Lange) is talking about herself when she mentions being in love, and assumes Mark Helmore is another man she is seeing. In roughhousing on the school playground, Mark bids a "good show old chap" to tomboy Candy thinking she is a boy. In response she dresses very feminine in hopes of attracting Mark, but the change of heart may be in a surprising direction.