Dylan Grey and Sloane Martin are best friends, even though they have different interests and friends at Beach Middle School. Dylan is into art, and she and Kat, her friend from art class, are entering an art fair. Sloane runs on the cross-country team and is friends with teammate Emily. Or is she? Emily has a crush on a boy, and she thinks Sloane does too. Sloane tries to convince her he's just a friend, but will Emily listen? And will Dylan be there...