Jake, a Middle School student, likes to write stories, beautiful imaginative stories. He is being teased at school because he doesn't mix with the other students ­ namely Russell (the bully) and Natasha (the popular girl).

He escapes to the roof of his apartment block to be alone and to write. While he is on the roof Polly comes up to fix the TV arial, and discovers him.

They strike up a friendship, but Natasha appears and wants to know why Polly is talking to this"geek". Things go from bad to worse as Carol and Tessa appear, then Russell and his followers, Buzz, Speed and Spike. Russell and his gang grab Jake and he is dangled over the edge of the roof, to impress Trace. The only thing that will save Jake is if he tells one of his stories, and Trace likes it. Once Jake starts to weave his tale the students become the story and act out characters that reveal their inner selves. The story changes them and their relationships with each other forever.