In the secret underground world of the BABYCO headquarters – a worldwide leader in infant care products – its founder and CEO, the world-renowned child psychiatrist Dr. Elena Kinder (Kathleen Turner), is about to realize the startling result of years of research. Certain children are born geniuses – prodigies born with the wisdom of the ages, passed down from generation to generation, genetically imprinted on their DNA. The downside to the discovery is that at about the age of two, when they begin to speak our language in complete sentences, these kids lose their extraordinary intelligence as they “cross over” and begin to communicate with adults.

o the outside world, her discoveries would no doubt earn her a Nobel Prize. That, however, is not Dr. Kinder’s goal. What she and her esteemed associate Heep (Christopher Lloyd) have not shared with the rest of the world is that they plan on tapping into the infant and toddler brain power source and using the resulting intellectual energy to secure their own personal power and wealth.

There is only one thing holding Dr. Kinder back. A two-year old baby, appropriately named Sly, has escaped from her secret lab and is dangerously close to blowing the whistle on Dr. Kinder’s unethical methods of research and her plans for world domination. As Sly continues to evade Dr. Kinder and her untrustworthy crew, a chaotic adventure ensues involving mistaken identity, ruthless ambition, boundless parental love and a triumphant comic confrontation between a battalion of babies and the hopelessly inept adult goons.