Ostracized at her posh new uptown school and shaken by the death of her beloved grandmother, a 10 year-old downtown girl finds an unlikely mentor in the form of an irascible chess-master, who uses the game to teach Max lessons in resilience, perseverance, and how to embrace inevitable change.

Starring Ralph Macchio, F. Murray Abraham, Janeane Garafalo, Rachet Dratch and Olympia Dukakis