Adapted rather loosely by writer/director Bob Dolman from Thomas Rockwell's kids' book, this is a pleasant enough little two-act film about Billy (Luke Benward), a fifth-grader whose family has just moved to a new city, making him the new kid in school. Billy's brother Woody (Ty Panitz) jumps right into things at preschool, but Billy can't seem to cut it in fifth grade.
It doesn't help that, being new, he is subject to the taunts of the school bully, Joe (Adam Hicks), a skinny redheaded jerkface who commands a small squadron of semi-loyal cowards, mostly kids who have realized the only way to avoid Joe's torment is to be on his team. After a particular prank involving worms is played on him, Billy tries to shrug it off by saying he eats worms all the time anyway. Joe calls his bluff and demands he eat 10 worms in the course of one day or suffer extreme humiliation. All the other boys gather 'round (and choose sides), and the Junior Fear Factor games begin!
The story turns out to be a sunny lesson about bullying and friendship, with Joe's behavior explained (over-simply) by the fact that he's the victim of his own older brother's bullying. "Can't we all get along?" is the film's eventual point, and it's made with optimistic cheerfulness.
Most of the young cast of li'l actors are charismatic and relatable, looking like a "normal" lot of 10-year-olds -- that is, some are too short, some are too big, some have freckles, some have glasses. I think kids respond better to movies where the characters look like them, as opposed to ones full of kids from the JC Penney catalog.
Dolman takes the film off-course a few times, notably in the minor subplot about Billy's dad (Thomas Cavanagh) having trouble making friends at his new job. It was probably unnecessary to include an adult-world parallel to Billy's situation, though Cavanagh is a funny and welcome presence. Likewise, Dolman has introduced a female character -- an icky, cootie-ridden GIRL -- named Erika (Hallie Kate Eisenberg, formerly the adorable Pepsi girl) to be Billy's platonic friend. She serves almost no purpose other than perhaps giving young females an entry point into the film. But honestly, young females aren't going to be interested in a movie about worm-eating anyway.
It is also curious how much is made in the beginning of Billy's notoriously weak stomach -- he'll throw up at the drop of a hat -- yet it's never explained how he overcomes that to eat the worms.
Oh yes, worms are eaten. Not for real, apparently (the last thing you want is PETA all up in your grill for the mistreatment of worms), but realistic facsimiles are fried, buttered, breaded, blended and devoured. It's all in the name of innocent childhood goofiness, one last blast of summertime frivolity before the boys have to trudge back to school.