Joey Mc Clane, a precocious twelve year old south Texas boy, has lived with his grandfather ever since he was orphaned as an infant. Paw Paw, an avid classic car and race car enthusiast, has discovered the 1934 Buick coupe that he had fallen in love with as a childit had been his grandfathers car, and he had called her Mattie. And now Joey sets out on a restoration project that will drastically change the direction of his life.

He finds himself thrust into the cars history by way of apparitions and dreams. Over the next few years, as he and Paw Paw work on Mattie, Joey embarks on a mental journey through Matties past and soon finds that history creeping in to his present-day existence. His mind is torn between two very different times, and Mattie begins to take control of Joeys life. Meanwhile, he meets his first girlfriend, develops a friendship with a ghost, and receives visions and understanding of his grandfathers lifelong secrets. But when he becomes a fugitive engaged in a high-speed chase with the police, he knows he must make a decision in order to prevent his two worlds from colliding.