Professor is working on a computer program.

Nanny takes the children in ""Arabella"", her car named after her Aunt. 3 boys laugh at Nanny and the children because of Nanny's car, calling it Yellow Arabella. The 3 boys hassle Butch and Hal about Arabella and they propose a race.

Nanny laughs at the prospect of racing Arabella but says there is no race because old cars aren't to be raced, but to be loved for.

After Nanny turns the boys challenge of a race down they ask their father who also says he agrees with Nanny. He suggests another way to have a race...using the computer program he has been working on.

The bully boys father says his Buckingham will beat Arabella even through the computer race. The boys read all of their car information to the Professor who inputs the data into his computer.

The Buckingham wins the computer data race and the Everett boys are disappointed. The family goes for a trip in Arabella and meet up with the Buckingham (magically of course!) along the way.

An Italian director is invited to dinner at the Everett house, but can't leave as his supper makes him ill.