One ordinary day in class, Penny's favorite pencil comes to life. Penny's pencil proceeds to shake things up in the classroom but, before Penny knows it, things get out of hand.

After Pencil's daring escape, Penny tracks her pencil down. She tries to reason with her friend before they cause more unintended damage'

Penny tries to repair her pencil but nothing works, until the store owner tells her what she must do.

A magical door, a spirit, and a revelation. Penny goes in search of the enchanted pencil sharpener that will save her pencil. But to succeed in her mission, Penny must first face a test.

Penny's pencil rights the wrongs it has caused, but at a dire cost. Penny experiences an ending and a new beginning.