In a bet that should never have been made, Zack (Freddie Prinze Jr.) has to turn Laney (Rachel Leigh Cook) into the prom queen. Laney, the quiet and quirky art-lover, is understandably resistant when the most popular guy in school suddenly wants to hang out with her. It's hard to resist his smile and charm, though, which is why she gives in and starts spending more and more time with him. But as pure as Zack's intentions (mostly) are, his friends still mostly suck, and they're the ones to tear Laney down. Laney, though, is Elle Woods-style strong and won't take the hate.