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A coming-of-age story that follows 12-year-old Andy Nichol (Chase Ellison), a bright student who, like most kids his age, will do anything to avoid conflict for fear of suffering overwhelming ridicule and punishment from his junior high school peers. Everyone's favorite teacher, Mr. Simon (Ed Harris), pairs Andy with the school's biggest outcast and social pariah, Stanley, aka "Big G" (Alexander Walters) on a critical term project. Sporting thick orange hair, a head too big for his body and ears too big for his head, "Big G" has been the object of ridicule since grade school. Before long, Andy will learn that there was truly a method behind Mr. Simon's madness as to why he teamed these two up. As the story unfolds, Mr. Simon finds himself the target of a malicious rumor after Principal Kelner (Amy Madigan) suspends a school bully for brutally beating up a female classmate who he thinks has "cooties." When Andy watches "Big G" fearlessly confront the school bully...
- Ed Harris as Mr. Simon
- Molly Parker as Mrs. Nichol
- Amy Madigan as Principal Kelner
- Randy Orton as Ed Freel
- Chase Ellison as Andy Nichol
- Daniel Roebuck as Mr. Nichol
- Sean Michael Cunningham as Jimmy Tadlock
- Mia Rose Frampton as Mary Clear
- Cameron Deane Stewart as Carl Freel
- Alexander Walters as The Big G
- Taylor Faye Ruffin as Doris Gebben
- Daniel Yelsky as Norman Gunmeyer
- Jordan Reynolds as Ricky Brown
- Camille E. Bourgeois III as Jason Freel
- Holly Ladnier as Neighbor
- That's What I Am at the Internet Movie Database