All kids have dreams but what happens to them? Max and Carey enjoy the endless bliss of childhood... but will any of their dreams ever come true? Max and Carey are good friends, but at twelve years old can they really be that close? After all, girls have germs and boys are gross and smell really bad. In this short film we put friendship and dreams to the test as 30 years unfolds right before our eyes. 'Growing Up explores childhood dreams, adult regrets and our notions about success and failure.