The basic premise of this film is that we're given the emotional inner workings of a young girl in Minnesota named Riley (Dias, The Shifting), through the personification of her feelings -- Joy (Poehler, They Came Together), Sadness, Fear, Disgust, Anger -- and how they try to coordinate to navigate her way through life in as safe and secure a way possible, looking out as if from the control tower of her mind's eye, through the many stages in life. Now eleven years old, this is a particularly tricky stage in her development, just on the cusp of maturing into a teenager, when the simplicity and imagination of her young childhood no longer interest her, and she begins to deal with new emotions, hopes, fears, and struggles with identity. The confusion is further exacerbated by career opportunity for her father that results in the family uprooting from the only place Riley has ever known, and moving to San Francisco, where she has no friends, no creature comforts, none of her favorite activities, and especially no ice hockey. As much as Joy tries to keep Riley content, her disappointing new home, the awkwardness of being a stranger in school, and the unfamiliar city around her leads the maturing girl to feel very out of sorts emotionally, giving way to many of her cherished memories turning from ones of happiness into ones of a cherished life sorely missed, as that part of her childhood seems to have been left behind forever. Those feelings cause Sadness to begin to take control of the machine that controls Riley and her orb-like embodiment of memories, which leads Joy to try to take drastic action to curb the tendency of Sadness to affect the balance of things. However, in her desperation, both Joy and Sadness get inadvertently ousted from the command center into the crazy and mysterious nether regions of Riley's mind. They encounter a series of obstacles in their long and arduous trek back, leaving Fear, Disgust, and Anger are the only emotions Riley can feel in this very delicate and confusing time in her life, while the happy memories of her youth begin to fade into oblivion.