NOTE: A fantastic first spoiler sent in by Johnson from Wisconsin who says... "This was a very emotional movie. You’d think it would be more of an action-adventure flick for kids, but it wasn’t. Toward the end it was a tear-jerker. There was an undeniable chemistry between Josh Hutcherson and Anna Sophia Robb. In my opinion, Robb’s performance was excellent. Much is said about Dakota Fanning these days, but Robb’s talents are unique and impressive and whatever “it” is, she has “it.”

In a rural area, we see fifth-grader Jesse Aarons (played by Josh Hutcherson) get up early in the morning and get dressed.

It’s early in the morning and he goes out for a long run along a rolling countryside. The topography has hills and valleys and is reminiscent of rural Western Wisconsin.

When he gets home all sweaty from the run, he takes off his shoes, which are held together with duct tape. He goes to sit at the breakfast table with his now-awake family that includes two older sisters, a younger sister in about first grade, May Bell (played by Bailee Madison), a baby sister and his much-haggard mother.

You can see from the start that his family is struggling and has very little money. Jesse’s older sisters complain that he smells. He eats a pancake for breakfast, and then gets ready for school.

Just before going out to the school bus, Jesse asks his mom where his shoes are. She says they were so bad she threw them out, but she has another pair for him, hand-me-downs from an older sister. The shoes are pink and white and Jesse is immediately put off by having to wear girls shoes, saying he “has a big race” at school. This is where we first see Jesse’s father, Jack Aarons (played by Robert Patrick, the liquid-metal terminator from Terminator 2 fame). He is a middle manager at a small-town hardware store. He eludes to the fact that Jesse needs new shoes, but is quickly pulled aside by Jesse’s mother who tells him they have no extra money for shoes. Meanwhile, Jesse uses a black magic marker to try and cover up the pink on the shoes – then off he and May Bell go on the bus to school.

On the bus and at school, we can see that Jesse is generally looked down upon by his classmates. He’s physically pummeled by two boys in his class Scott Hoager (played by Cameron Wakefield) and Gary Fulcher (played by Elliot Lawless). One eighth-grade girl Janice Avery (played by Lauren Clinton) is a bully who stands by the girls' bathroom charging other students $1 to use it. Jesse’s fifth grade teacher, Mrs. Myers (played by Jen Wolfe), is generally regarded as a tough teacher.

As class starts, a new girl comes into the classroom, Leslie Burke (played by AnnaSophia Robb). You can immediately sense that she is affluent, but is worried about fitting in. Without an extra desk, Mrs. Myers tells her to sit at the teacher’s desk. She spills books out of her bag, which leads some in the class to immediately laugh at her.

Later we see Leslie trying to use the bathroom, but she’s blocked by Janice. Leslie is off to a bad start at her new school.

Then it’s time for the big race of the day. The fifth grade boys line up to race. Hoager and Fulcher tell Jesse he’s “Dead meat.” Just before the race begins, Leslie joins the boys at the starting line, even those she’s told by Hoager and Fulcher the race is “just for boys.” At the start, Hoager and Fulcher push Jesse back, but in the middle part of the race he passes Fulcher then in the last quarter of the race he passes Hoager. He gets a smile of accomplishment on his face. We see him enjoying the moment before crossing the finish line in slow motion. However, at the last second, on the outside, we see Leslie sprint past Jesse to the finish line and win the race.

Jesse falls at the finish and sits dejected. Leslie offers him a hand to stand up, but he doesn’t take it. It looks like they’re off to a bad start, too.

At the end of the school day, Jesse and May Bell ride the bus home. While sitting in a seat in the middle of the bus, they watch Leslie walk past them and sit in the back row, where bully Janice sits. As Janice gets on the bus, Jesse climbs to the back, pulls Leslie by the arm over seats to the middle of the bus. He explains to her the back of the bus is for seventh and eighth graders and if Janice caught her sitting in her seat, Janice would beat her up.

Over time Jesse and Leslie start to form a friendship. Jesse also has his first big-time crush on the school’s folky music teacher Ms. Edmonds (played by Zooey Deschanel).

Jesse’s real talents lie in his drawing, and he’s a sketch artist. This is something Leslie takes notice of and compliments him on. Leslie has a great imagination and is a writer. Mrs. Myers has her read aloud a story she wrote about scuba diving. Jesse imagines bubbles coming from her mouth when she talks. Their special bond grows.

At home, Jesse doesn’t have a room of his own, only a portion of a room, sectioned off by hanging blankets. After May Bell gets into his things and draws in his sketch book, Jesse complains to his Dad, who only tells him to “get his head out of the clouds.”

Jesse has chores to do around the house, including taking care of items inside the family’s greenhouse, which they use to raise vegetables to feed the family. An animal gets in the shed and ruins some plants. Jesse’s dad sets out a trap to catch it and tells Jesse to let him handle it if the trap catches something. The next morning early, Jesse hears the trap snap shut. He sneaks out to the shed to see an animal, like a muskrat, caught in the trap. Jesse runs the trap out into the woods and sets the animal free telling it to never go back to the greenhouse. Jesse’s dad catches him putting the trap back and scolds him for not letting him handle the animal; again telling Jesse to keep his head out of the clouds and be more serious.

Meanwhile, Jesse’s friendship with Leslie blossoms. Janice, when getting on the bus one day after school, falls in the middle of the isle. She blames it on Jesse and the bus driver tells him to walk home. When he gets home, Leslie is there waiting for him covered in catsup. She says on the way home, Janice shot catsup from the little single-serve containers at her all the way home.

Every day after school Leslie and Jesse begin running off into the woods near their houses, which are located next to each other near a main road. At the end of a long old logging road, there is a rope swing hanging from a tree over a creek. It’s scary, but Leslie swings across, explaining that maybe it’s a way to cross into a special magical land. When she crosses and disappears, Jesse, scared, grabs the rope and swings over after her. He finds her and they begin to explore what appears to be an old-growth forest. They find an old truck with a wind-chime hanging from it. Leslie begins to speak about them finding a magic kingdom of Terabithia, where the Terabithians are being held hostage by a Dark Master. She says they are the king and queen. It’s there job to save the Terabithians. They find an old tree house and begin to fix it up into their own home base in Terabithia. Near the fort they see a pair of dragonflies. Leslie calls them “Terabithian Warriors.” This becomes important later on. Jesse uses a special paint kit he gets from Leslie as a birthday present to help decorate the fort. In Terabithia, Jesse and Leslie can run supernaturally fast. They can also climb trees like they’re flying. They have magical powers.

In Terabithia, pinecones are hand grenades used to fight squirrels, who morph into hideous dog-like creatures. A couple dog-squirrels come to attack Jesse and Leslie one day, but the pair fight them off. Also, birds are furry and ferocious, but a couple grenades send them away. Leslie calls it the Dark Master’s continual fight to scare them off, so they won’t save the Terabithians.

On another occasion, the Dark Master sends a huge troll to scare Jesse and Leslie. However, Jesse gets Leslie a dog, she names “Prince Terian” or “PT” for short. He’s a special “Troll tracking” dog. When Jesse and Leslie are cornered by the troll, “PT” runs up to its huge feet and sticks his head between its toes. The Troll begins to laugh. They have found its weakness, it’s ticklish. So, it doesn’t bother them anymore.

Jesse and Leslie share each other’s company. Leslie goes to church with Jesse’s family. While in church she captures a sunbeam in her purse. On the way home from church, while riding in the back of the truck, May Bell says that those who don’t believe in Jesus or what it says in the Bible will be sent into damnation. Leslie says she can’t believe it. May Bell then asks Jesse if it’s true, and he says that’s what it says in the Bible. Leslie then says God can’t be worried about sending people into damnation when he’s got the whole world to run.

Meanwhile Jesse meets Leslie’s parents, and they paint a room in her house together. Leslie’s dad tells Jesse he has an “artists hand” with a paintbrush.

At school, May Bell tells Jesse that in her lunch her mother gave her a special snack, a twinkie. Jesse tells her to be quiet about it, or Janice will steal it. Sure enough, Janice eventually steals May Bell’s lunch and May Bell comes running to Jesse saying he should beat Janice up. Jesse explains that fighting Janice will only get him in trouble. But Jesse and Leslie come up with a way to get Janice back.

They write a note to Janice supposedly from the most popular boy in the eighth grade. In the letter they say that the boy loves Janice and wants to meet him after school by the bus, so they can ride the bus home together and talk about their future. Janice gets the note, which Jesse secretly sticks in one of her books. Janice is quite taken. After school she asks the boy about the note, which he knows nothing about. It leads to Janice being made fun of by the boy, his friends and everyone on the bus. Jesse and Leslie feel like they’ve gotten Janice back.

However, another day soon after, Janice is found inconsolably crying in a bathroom in school. Jesse and Leslie wonder if it’s because of the note, but know that too much time has passed, it must be something else. Eventually Leslie goes in the bathroom to talk to Janice. She finds out that Janice is beaten at home by her father. Recently the police were called to her house and now the whole seventh and eighth grade know she’s beaten at home, so they’ve ostracized her. So, Janice the bully stops being a bully and becomes an outsider.

Meanwhile, at home, Jesse’s dad has to start working weekends to help the family make more money. While helping his dad with a chore, Jesse takes his dad’s keys out to the shed to get a tool. He drops the keys, but forgets to retrieve them. May Bell is in the shed. She hears the keys fall.

Later, we see Jesse’s dad waking him up and asking where the keys are. The keys are not only his personal keys, but all the keys for the hardware store. He tells Jesse it will cost $600 or $700 to have them replaced because locks will need to be changed. Obviously this is a crisis, because the family has no money. Jesse searches everywhere and his dad puts a lot of pressure on him, but Jesse doesn’t immediately find them. He tells his dad he will.

Jesse is all freaked out over losing the keys and is in a bad mood, Leslie tries to cheer him up. On the bus home with May Bell, Jesse mentions the keys and Leslie looks at May Bell. Apparently May Bell took the keys out of the shed, where Jesse had dropped them when getting a tool. She gave them to Leslie while never telling her they were important. Leslie hung the keys up high in the trees near their fort in Terabithia. Jesse knows he has to get them immediately.

Jesse and Leslie go to Terabithia after school. They notice the creek has risen high due to rain. Still, they swing across the rope and cross. They see a black figure, supposedly the Dark Master, and know they have to beat him to their fort to get the keys. To thwart Jesse and Leslie, the Dark Master dispatches scores of the dog-squirrel creatures and hairy birds to slow them down. Jesse and Leslie stop. Jesse says, “Where are the Terabithian Warriors when you need them?” Just then an army of flying Terabithian Warrior dragon flies, armed with pikes, axes and swords, flies into the battle against the dog-squirrels and hairy birds. Jesse and Leslie use pinecone hand grenades in the fight. Also, Jesse finds he has another special power, as his fist is covered in a metal armor and he punches out one of the dog-squirrels.

Jesse climbs a tree as the battle rages, so he can get his dad’s keys. To help Jesse find them, Leslie releases the sunbeam she caught in her purse at the church, and it shines right on the keys high in a tree. Jesse climbs up very high and finally reaches and grabs the keys, but falls. It looks like he’s going to fall to his death, but at the last minute a huge hand sweeps him up and sets him down gently. The battle is over. Jesse has the keys. The huge hand belongs to the troll. The troll smiles, it’s the first time we see its face, it has the exact same face as Janice, the former bully girl.

Jesse and Leslie leave Terabithia. As they part, Jesse looks at Leslie different. Her face glows. It’s a special look in slow motion. It’s just a beautiful shot of Leslie’s face. It is a portent.

When he gets home, Jesse lays the keys down by his dad at the kitchen table. The two say nothing.

Early the next morning, Jesse gets a phone call. It’s Ms. Edmonds, who says she had planned to go to the city with her nephews to the museum, but they couldn’t make it. She asks Jesse if he would like to go. He’s totally excited and goes to his mom’s room. His dad has already left for work. He asks his half-asleep mom if he can go, and she sleepily says, “Yeah.”

Ms. Edmonds picks Jesse up, he looks over at Leslie’s house, as if he thinks they should stop the car and ask if Leslie can go, too. But since Jesse has such a huge crush on Ms. Edmonds, he just wants it to be a day for the two of them. They pass Leslie’s house in slow motion…

Jesse and Ms. Edmonds go to the city, Jesse’s first trip, and visit the museum. He sees all sorts of art. Ms. Edmonds gives him encouragement about his artwork, saying his future can be what he makes of it.

Jesse obviously had a great day. And he runs home after being dropped off by Mrs. Edmonds. When he gets to the living room, the whole family is sitting around in a circle and is surprised to see him. It looks as if they have been worried and mourning. “Where were you?” his mother asks. Jesse tries to explain that he asked her to go to the museum, but Jesse’s dad interrupts and tells Jesse the family thought he was dead. Jesse asks why. Then, more tenderly than you would expect, Jesse’s dad tells him that Leslie died. She drowned in the creek when trying to swing across into Terabithia. The rope broke, she fell in the water and drowned.

Jesse can’t believe it and runs away looking for her. He goes to Terabithia and sees the shredded rope. He crawls across a couple of trees to pass into Terabithia and calls out for Leslie. He hears her voice a couple of times, but can’t find her. He finally goes home and falls asleep. His father finds him and covers him up with a blanket.

Jesse and his parents go to visit Leslie’s parents at their home before the funeral. Leslie’s dad takes Jesse aside and thanks him for being such a good friend to Leslie. He said Leslie was never able to make friends before and their friendship was special. After the little talk, Jesse turns around and is surprised to see Ms. Edmonds there. He tells her, “The next time we go to the museum we should ask Leslie to come with us.”

The next day at school Jesse is mourning Leslie. Hoager, sitting behind him, tells Jesse, “Now you’re the fastest boy in the fifth grade.” Jesse, enraged, turns around and punches Hoager square in the face, sending him flying to the back of the classroom. Mrs. Myers tells Jesse to go outside the classroom and wait. You think Mrs. Myers is going to get Jesse in trouble, but instead out in the hallway she tells him how hard it was for her when her husband died. She says everybody told her to “let him go.” But she found it was better to keep him close to her heart. She tells Jesse to do the same with Leslie, because she was so special.

Meanwhile, it looks like Fulcher wants to avenge Hoager and get Jesse. But at the end of the day we see Fulcher walking with his head in the air obviously suffering from a bloody nose. Jesse sees this while sitting on the bus and then immediately Janice sits down next to him and says “Hi.” The implication is that Janice stuck up for Jesse and Leslie’s memory.

Meanwhile, Jesse is still struggling with Leslie’s death. He goes back to Terabithia. He catches May Bell trying to follow. She gets stuck on logs and almost falls in the water, but Jesse saves her. May Bell tells him he she wants to go to Terabithia. He says no, eventually pushing down his younger sister and telling her to go home. He runs off to Terabithia. May Bell runs home to her dad, who takes off after Jesse.

In Terabithia, Jesse sees the Dark Master, and they begin to chase each other. The Dark Master gets closer, Jesse can see him, then Jesse trips over a log. The next thing we see is a black figure over him, that sort of morphs into his Dad. His dad hugs Jesse. Jesse begins to tell his dad that it’s his fault that Leslie died. That he didn’t ask Ms. Edmonds to take Leslie to the museum because he wanted to be selfish and have the day with Ms. Edmonds to himself. He says if he would have been true to Leslie, she never would have died. Both crying, Jesse’s dad tells him that he can’t blame himself for Leslie’s death. She died because the rope broke and he couldn’t control that. He should never blame himself for her death, but he should remember the good, special things about her.

Meanwhile back home, May Bell is very sad and angry at Jesse for pushing her and she won’t talk to him.

Later another day, we see Leslie’s parents moving out. Jesse stops them on the road. Leslie’s dad says they’re taking the dog, “PT” with them. Jesse asks if he can use extra wood they had by their house and Leslie’s dad says it’s OK, and then drives off.

Jesse then takes the wood and tools back to the creek and constructs and intricate bridge across the creek into Terabithia. He paints it. After it’s finished, he goes home and sees May Bell. She’s still mad, but he asks her if she wants to go to a special place where she’s a princess. She agrees. He takes her to the bridge and she’s impressed. They cross and can see the whole Kingdom of Terabithia, with all sorts of odd Terabithians coming out of the woods. A crown of twigs Jesse put on May Bell’s head turns into an intricate tiara. And the Troll shows up to put a crown on Jesse’s head. May Bell asks if Jesse is the king of Terabithia. And it’s easy to see that he is.

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New girl Leslie meets poor boy Jesse.

They become friends and create an imaginary kingdom in the woods called Terabithia.

One day Jesse leaves Leslie to go on a trip to the city without asking her to come along.

She goes to Terabithia by herself and drowns in a creek. He blames himself for it.

He eventually comes to terms with Leslie’s death; and creates a bridge over the creek to Terabithia, so no one will fall in the creek again.

He then shares the magical kingdom with his younger sister.