Nick's a straight-A student. Sy's a class clown. But when they start at a new school, misunderstandings cause everyone to think Nick's the class clown and Sy's the brainiac. Eager to fit in, they make a pact: Nick will teach Sy how to be a convincing brainiac, and Sy will help Nick pose as a jokester. But the two soon learn it's not easy to fake your way through fifth grade, and the longer their charade goes on, the harder it is to come clean. When the two impostors meet a girl with a secret of her own, the three form an unlikely friendship that challenges everything they thought they knew about what it means to 'be yourself.'