High school teen comedy. Tanner (Michael J. Willett) and Brent (Paul Iacono) are two closeted best friends studying at a cliquey suburban school. Desperate to increase his popularity, Brent is thinking about coming out as a way of gaining the attention of Fawcett (Sasha Pieterse), Caprice (Xosha Roquemore) and Ashley (Andrea Bowen), the most popular girls in school. Tanner, on the other hand, is happy to stay in the closet and not draw any attention to himself, at least until he's graduated. However, in an unexpected turn of events, Tanner is the one outed and he quickly becomes the most popular boy in school, much to Brent's dismay, and the girls set their sights on making him their gay best friend...