A lonely nine-year-old English orphan is sent to live with his horribly wicked and greedy Aunts Spiker and Sponge. Unwanted by them and forced to perform their menial chores, the boy dreams about going to New York City. When a magical 20-foot peach appears on a tree outside his house, James’ curiosity overcomes him and he takes a bite.

After he sneaks a taste of the giant fruit, a glowing tunnel appears inside the peach, James enters it and is introduced to Centipede, Earthworm, Ladybug, Glow-worm, Grasshopper and Miss Spider — a diverse group of bug companions who are quick to tell the hapless boy about their hopes and dreams for the future. When Spiker and Sponge come searching for James, Centipede gnaws through the stem of the peach, causing it to crash from the tree and temporarily flatten the Aunts in the process. After dealing a blow to the aunts, the fruit and its inhabitants go rolling out to sea, launching the worried passengers on a series of wildly imaginative adventures with New York City as their final destination.