Retired sailor Wally and best friend Skipper are residents of a retirement home run by Ms. Reimark. When Skipper dies, Wally vows to honor his promise to bury his friend at sea. Unfortunately, he doesn't have a coffin, boat or anyone to conduct the service. Wally takes fellow residents on a madcap adventure to carry out the burial before Ms. Reimark puts an end to his daring scheme.