Akeelah attends an inner-city school that doesn’t even have enough funding to put doors on toilet stalls, so she’s reluctant to represent her run-down institution in a district spelling bee. Plus she’s afraid of being labeled as a “brainiac” by her classmates. However, Akeelah loves words and spelling them too much to say no when the principal asks her to reconsider. Still, her confidence is shaken by Dr. Joshua Larrabee (Fishburne), a respected scholar who senses Akeelah’s potential but realizes she will need his help to go all the way to the national bee. After some very testy interactions between these two, Dr. Larrabee convinces Akeelah to accept his help. She finally seems to “get it” by reading the following inspirational message (from Marianne Williamson's “Return to Love”) on a plaque in his office.

"Our deepest fear is not that we are inadequate. Our deepest fear is that we are powerful beyond measure. It is our light, not our darkness, that most frightens us. We ask ourselves, who am I to be brilliant, gorgeous, talented and fabulous? Actually, who are you not to be?”

Meanwhile, to say Akeelah’s mother, a widow who works hard to support her family, isn’t sold on spelling bees would be an understatement. She wants her daughter to concentrate on all subjects, not just spelling. She also fears what will happen to Akeelah if she competes with students from more advantaged areas.

It’s easy to see why writer/director Doug Atchison won the Nicholls Fellowship (for new screenwriters) from the Academy of Motion Picture Arts and Sciences for his “Akeelah and the Bee” script. This moving story highlights such important values as motivation, friendship, community and living up to one’s potential. Happily, it accomplishes this with believable characters and realistic dialogue -– all enhanced by the kind of suspenseful competition we found so compelling in the documentary “Spellbound.”

Casting Palmer, Fishburne, and Bassett in key roles helped make this movie something special. Young Palmer is a real find; as Akeelah, her natural acting ability reaches us on both an emotional and intellectual level. Fishburne, who displays the best articulation of any actor working in films today, uses that talent to the max here as a brilliant educator man trying to get back on his feet after a personal tragedy. Bassett endows Akeelah’s frustrated mother with an alternating ferocity and tenderness that evoke mixed feelings about her character, yet cause us to sit up and take notice whenever she comes on screen. All three are absolutely fabulous!

And so is this movie.

(Released by Lionsgate and rated “PG” for some language.)

Review originally posted on ReelTalkReviews.com.