What makes this PG-13?

there's one part in the movie with a lot of swearing, i think.
i watched it when i was in the fifth grade and my teacher fast forwarded that part.

In the part where the bullies chase Freak and Kane into the water and the 'leader' gets panicky and can't swim back to shore (and is further pissed that Freak and Kane have escaped) - he calls out to the rest of the gang: "Help me, you a$$holes!"

Down with spoilers!

Some people find parts of the story disturbing.

Spoilers:

Max's dad is a murderer who kidnaps him and threatens him and his friends.

One of the characters is depicted as being drunk or high.

There is a criminal street gang


These were reasons my former school district decided to ban this book from being read by classes (although allowing it to be in school and classroom libraries).

The irony is that half of our schools were urban, Title One schools, where the kids could really relate to those situations, and so actually read it.