Will Nash is an introverted, overly nervous high school student with few friends who aspires to be a photographer. Unfortunately, he is terrorized by the school bully, Ian, and his toady, Jason. The teachers at Briarwood High School are no help; they either look the other way or have misguided intentions. Will?s parents are intolerant and absentee. Chance, the new kid at school, quickly befriends Will and they work together to invent a master plan to conquer the class bullies.