An orphan boy named Tom (Tommy Pender), who works for a pair of shady chimney sweeps, is falsely accused of stealing from the mansion where he is working at by Mr. Grimes (James Mason) - the real thief - and goes on the run. Tom's only alibi is the niece of the mansion's owners (Samantha Gates, a slender, blue-eyed blonde, with long, wavy hair, who I'm sure was the primary reason why I repeatedly watched this as a boy). He and his dog jump into a river and a witch turns them into water breathing cartoon characters! While underwater, he befriends and rescues a group of water breathing children known as water babies from a shark.<br /><br />A very interesting and always fascinating fable, set in 1850, that should appeal to all children. The animation (42 minutes of the 85 minute HBO VHS print) is just average, but it's preferable to most modern day animation - even computer animation! My only real gripe is a plot hole caused by a deleted scene. At 42:06, after the first verse of "High Cockalorum", the film cuts to a scene with octopi swimming, followed by Tom and Jacque's encounter with Terence. This leads to a scene in which the killer shark (voiced by Mason) leads our heroes into a trap. The shark then greets Tom with, "Young Tom, so nice to see your ugly mug again" - but this is the first time in HBO's print that Tom meets the shark! Most reference books list the running time as 92 or 93 minutes, and it was previously available from Sultan Entertainment and Nelson, so it's very likely that HBO's print is edited and / or time-compressed. Adding insult to injury, MGM released a fullscreen, 76 minute print on DVD in 2002! Let's hope a restored version appears in the near future.<br /><br />The film is copyright Ariadne Films 1978. "Ariadne" is the water baby voiced by Samantha Gates. Bernard Cribbins, who plays Mason's partner in crime, also voices the electric eel. A.K.A. Slip Slide Adventures.