Leroy Wilson has plans for a great winter. He and Tracy Matson, his pal and business partner, are all set to sell the worms they've collected to the ice fishermen, when his awful cousin Mitchell moves to town. The problem is that Leroy and Mitchell look exactly alike, except that Mitchell is an expert at everything, including how to start a brand-new business with Tracy! Left with eighty worms to feed and horrible piano lessons with Mitchell's mother, Leroy has had it with his "take-over" cousin. But can he outfox Mitchell?