Crustal Huau Mills wrote the lyrics and her friend, Bryan Shaw put them to music. When they were all done, they had thirteen songs.
The teacher, who is played by Crystal, falls into a dream world where her class as well as some of her co-workers are transformed. Many of the normal classroom objects come to life to help her reinforce the underlying lesson behind each song. The clock, the flag, the globe, a crayon, the computer, the ruler, her class pet, a goldfish as well as the dictionary all spring to life to help her teach the class.