Fourteen year old Zelli is engaged in a constant internal battle between being true to her feelings and desires and being accepted by the popular crowd in school. This is evident on the last day of the school year, when Zelli joins some of the "cool" kids for lunch. Although she is at times humiliated by their behavior towards her, she also envies them. As she heads off on her summer vacation, a visit to her cousin's in New Jersey, she vows to act more like the popular girls from now on. Meeting Johnny, the boy of her dreams, gives her a chance to try out the "new and improved" Zelli. But she almost loses the chance for love with her reckless behavior, until Johnny teaches her about being true to herself and they share the first kiss.