Arcadia is a small, sleepy town that has been run for many years by a group of self-professed "moral guardians" who have passed regulations outlawing most forms of fun and recreation for the town`s young people. Wealthy businessman James Rutledge considers building a new factory in Arcadia, but when he discovers how depressing and uninviting the town really is, he decides against it. The town`s attorney, Tom Raymond, is nominated to run for mayor on a strict law-and-order platform, but declines to run in favor of Robert Lawton, the father of his fiancée Alice. When Lawton`s son gets into trouble in a neighboring town because there`s nothing for kids to do in Arcadfia, Tom decides that enough is enough and he sets out to break the moralists` hold on Arcadia.