Cody enters a spelling bee that is being held at the Tipton. Zack borrows money from a guest named Maynard, but he can't seem to pay him back. If Zack couldn't pay off his debt he felt that Maynard would beat him up. Zack soon finds out that Maynard is in the same spelling bee that Cody is in. After the first round in the spelling bee, Maynard tells Zack that he can pay off his debt by making Cody lose to him in the spelling bee on purpose. Zack tries to convince Cody that the way to get rid of all the stress is to lose. When Cody pushes Zack, Zack finally tells Cody the truth and why he was telling him to lose. Cody says no, and Zack goes around the hotel trying to borrow money from other people so he can pay Maynard back. During the final round of the spelling bee, Cody is about to win. All he had to do was spell one more word correctly. He looks at Zack in the audience and starts to fumble a little bit. Zack notices that Cody is being a good brother, and he decides to do the same thing. He stands up and tells Cody not to worry about him. Cody wins the spelling bee, and Zack prepares for the beating from Maynard. However, the only thing Maynard did was tell Carrie about what Zack did. This was a really good episode. It was pretty funny all the way through!