Mark Sway is a 11-year-old boy who lives with his mother and younger brother. One day, while they are out in the woods, they witness the suicide of Jerome Clifford, a lawyer who was representing Barry 'The Blade' Muldano, a notorious Mafia hit-man. Before he dies, Clifford confides in Mark that he knows where the body of a murdered Senator is buried. Panicking, Mark runs away from the scene and tries to forget what he saw.
The FBI and the local police soon arrive on the scene and try to interrogate Mark, but he refuses to talk. The Mafia, however, is hot on Mark's heels and they want to make sure he doesn't reveal what he knows. They send hit-men to intimidate him and his family, ultimately leading to the death of Mark's younger brother.
Mark is eventually taken into custody by the FBI, who plan to use him as a witness in their case against Muldano. However, Mark's life is in constant danger as Muldano's men continue to try and eliminate him. In order to ensure his safety, Mark agrees to go into witness protection and testify against Muldano.
In a dramatic climax, Mark takes the stand and reveals all that he knows about the murder of the Senator. With his testimony, Muldano is finally convicted and Mark is allowed to start a new life with his mother under a different identity. The film ends with Mark looking wistfully out of the window of his new home, still haunted by the memories of the traumatic events he experienced.