When poor James Henry Trotter loses his parents in a horrible rhinoceros accident, he is forced to live with his two wicked aunts, Aunt Sponge and Aunt Spiker. After three years he becomes "the saddest and loneliest boy you could find." Then one day, a wizened old man in a dark-green suit gives James a bag of magic crystals that promise to reverse his misery forever. When James accidentally spills the crystals on his aunts' withered peach tree, he sets the adventure in motion. From the old tree a single peach grows, and grows, and grows some more, until finally James climbs inside the giant fruit and rolls away from his despicable aunts to a whole new life. James befriends an assortment of hilarious characters, including Grasshopper, Earthworm, Miss Spider, and Centipede--each with his or her own song to sing.