The students in Miss Molina's third grade class are abuzz with excitement about the upcoming spelling bee, where they will be competing against the two other classes in third grade. Simon Ellis, who just happens to be good at a lot of other things, is also very good at spelling. But Simon's best friend, Jackson, tells him that it's getting boring losing to Simon all the time. Simon is stuck in an impossible situation: Jackson will be mad whether he spells all the words correctly for their team or if he makes a mistake on purpose and causes his team to miss out on the all-you-can-eat pie buffet. Simon's competitive spirit takes over until he realizes that sometimes the best way to win is to take a chance and let other people shine.