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New boy at strict Catholic High School, Jerry Renault, is bullied into selling boxes of chocolates for the school’s annual fund-raising event. The sadistic headmaster, Brother Leon, and ‘The Vigils’, a viscious gang of school thugs, make Jerry’s life hell when he decides he won’t be pushed around anymore.

Two unpopular teenagers, Gary and Wyatt, fail at all attempts to be accepted by their peers. Thier desperation to be liked leads them to “create” a woman via their computer. Their living and breathing creation is a gorgeous woman, Lisa, who’s purpose is to boost their confidence level by putting them into situations which require Gary and Wyatt to act like men. On their road to become accepted they encounter many hilarious obstacles which gives the movie an overall sense of silliness.