A little orange fish had no friends until a whale offered to be his friend. They went exploring together and met a dolphin named Rex and Fred. The three swam to a mermaid's castle but saw a broken boat with sharks inside along the way. The whale ate one shark. At the castle gate, Spermy the whale called through a radio and they were let inside for safety. They told the mermaid what happened and stayed the night. After breakfast, they swam home since the shark was gone.