Forty-year-old Guy Trilby discovers a loophole in the Golden Quill Spelling Bee which stipulates that participants must have not graduated from the eighth grade, allowing him to enter since he dropped out of middle school. He attends and wins a regional spelling bee, and progresses to the national competition after confrontations with both the parents of children and the spelling bee hosts. He is accompanied by Jenny Widgeon, a relatively unknown journalist hoping to make a story out of his participation in the bee. On the flight to the national spelling bee, Guy meets Chaitanya Chopra, a 10-year-old entrant in the bee who persistently attempts to befriend Guy. Upon his arrival in Los Angeles, Guy meets the director of the spelling bee, Dr. Bernice Deagan, who expresses anger at his participation in the bee and places him and his reporter in a cheap hotel. Guy learns that Chaitanya is staying in the same hotel, and takes him out one night to expose Chaitanya to the wilder side of life: stealing food, drinking, and hiring a prostitute to briefly "flash" Chaitanya.