Kelly (LaBeouf) is an ordinary 17 year old boy - he gets picked on at school, argues with his parents and has a huge crush on Tabby (Smart), his friend's pretty sister. And just for fun, he likes to re-enact World War II battle scenes, taking out his repressed aggression on the battle field. During one intense battle he meets Bart (Henson), a guy he couldn't be more opposite from, but they become fast friends. With this new friendship, Kelly finds the confidence to take on the class bully, make a move on Tabby and set things straight with his family!