Writer-director Doug Atchison's delightful Akeelah and the Bee has all the makings of a solid family hit that will also work for adults on their own. Star Keke Palmer, playing the titular young heroine who overcomes environmental and familial challenges to compete in the country's top spelling bee championship, turns in a career-making performance, one devoid of sentimentality or condescension. Co-stars Laurence Fishburne, as Dr. Larabee, her reluctant, stern disciplinarian of a trainer, and Angela Bassett, as Tanya, Akeelah's disapproving mother, lend fine support in utterly believable roles.

Atchison's spelling-bee theme may seem "been-there" (Spellbound, Bee Season and the hit Broadway musical The 25th Annual Putnam County Spelling Bee have already embraced the subject), but Akeelah pre-dated them all as winner of the prestigious 2000 Nicholl Fellowship in Screenwriting.

Serviceability, not originality, is the strength of the film's storyline, which makes a beeline across de rigueur plot points, beginning with scenes establishing 11-year-old Akeelah's remarkable spelling skills at odds with the neighborhood and home that will threaten their development. For starters, Akeelah's overworked, widowed mom Tanya is at best indifferent to her daughter's gift and brother Devon (Lee Thompson Young), focused on bein' cool in the hood, is also dismissive.

Happily, Akeelah's teacher and principal recognize her amazing talent and hook her up with the demanding and testy professor and spelling coach Dr. Larabee, who, as such stories go, initially resists helping Akeelah and must be won over. Larabee, source of an unnecessary subplot, also has a chip on his shoulder that weighs on him and the main story being told.

Once under Larabee's wing, Akeelah flourishes. She learns (as we do) the importance to words of roots and origins and the importance to human dignity of good gamesmanship. Akeelah is soon out of the hood, mixing in tonier settings with other spelling whizzes, these from much more upwardly mobile families. Chief among these is the adorable Javier (played with enormous charm by J.R. Villarreal), who bonds with the L.A. prodigy. Also in the clique is arrogant rival Dylan (Sean Michael Afable), whose authoritarian dad (Tzi Ma) embodies a familiar monster-an uber-achiever who is a threat to both his son and society beyond.

In contrast, Akeelah is the embodiment of things much more noble. As she moves from local and regional triumphs to the ultimate showdown at the Scripps final in D.C., she shows dignity, determination, compassion and vulnerability. Of course, she becomes a local celebrity, even winning over her skeptical family.

In addition to fine performances all around and smart pacing that rivets us to the story, writer-director Atchison takes spelling competitions and conveys the excitement of the "sport," the appeal of the "game," the thrill of the win, the crushing blow of the loss. With no Karate Kid moves or Rocky punches, the film still packs a competitive wallop.

While Akeelah and the Bee thoroughly engages, it's the unique Starbucks involvement in the marketing and distribution that excites. In a unique initiative, the mammoth coffee chain is promoting the film storewide, participating in the profits, and soon will be selling the DVDs. If the film hits the numbers, this Lionsgate partnership could entice producers to team with other worldwide brands.

-Doris Toumarkine