It's not fair! Kids shouldn't have to see their teachers on summer vacation, but that's what happens when Mrs. Levine and the STARfish all show up at Seabreeze Amusement Park on the same day. When Reinaldo dares Derrick to ride the Whirlwind with Mrs. Levine, things spin out of control. Everyone's world is turned just a little bit upside down as some things are lost and some things found on this topsy-turvy day.