Brain tries to make Elmyra win the spelling bee for the $25,000 prize money he needs for his latest plot to take over the world, but after Elmyra gets her hair done a different way - Brain will definitely be found cheating by Baloney the Dinosaur.
- Maurice LaMarche as The Brain
- Cree Summer as Elmyra
- Rob Paulsen as Pinky
- Jeff Bennett as Baloney the Dinosaur
- Loud Kiddington, Kip Ling, the Bow-Haired Girl, Lydia Karaoke, Pepper Mills, Cho-Cho, Aka Pella, and Lucky Bob from Histeria! can be seen in the audience when Elmyra spells the word "absurd".
Brain: No. I mean, cheaters never prosper.