Ben Carver returns for the spring semester at the exclusive Natick School in Massachusetts determined to put his relationship with Rafe Goldberg behind him and concentrate on his grades and the award that will mean a full scholarship--but Rafe is still there, there is a girl named Hannah whom he meets in the library, and behind it all is his relationship with his distant, but demanding father.

When a reporter plans an exposé that could shut down the School of Fear, Garrison, Lulu, Madeleine, Theo, and Hyacinth seek help from Bishop Basmati, head of the nearby Contrary Conservatory, whose hyperactive, fearless, and extremely impulsive students soon overrun the school of Fearians.