The Operation Upside team must solve the mystery of an imitation Upside Award delivered by an imposter before the team is ruined forever.

"Beatrice Zinker's Operation Upside is finally in full swing, but when her overenthusiasm puts the mission in jeopardy, she'll have to do her best to lie low for awhile--which, for Beatrice, is not going to be easy"--

Beatrice is afraid she is losing her best friend so she uses her topsy-turvy way of thinking to get things looking up.

When Mr. Happy moves next door to Miss Grimm and begins planting gardens and making friendly gestures, Miss Grimm is not pleased but soon, she feels something strange taking over her bleak little house.