"Poor Duncan just wants to color. But when he opens his box of crayons, he finds only letters, all saying the same thing: his crayons have had enough! They quit! Beige Crayon is tired of playing second fiddle to Brown Crayon. Black wants to be used for more than just outlining. Blue needs a break from coloring all those bodies of water. And Orange and Yellow are no longer speaking -- each believes he is the true color of the sun. What can Duncan possibly...

When his friends are less than impressed by the crayon portraits he draws of them, Pete the cat begins doubting his artistic abilities before reconnecting with his unfailingly creative, groovy spirit and the realization that there are no mistakes in art.