Justin Cobb, a teenager in suburban Oregon, copes with his thumb-sucking problem, romance, and his diagnosis with ADHD and subsequent experience using Ritalin.

When linguistics professor Henry Higgins boasts that he can pass off Cockney flower girl Eliza Doolittle as a princess with only six months' training, Colonel George Pickering takes him up on the bet. Eliza moves into Higgins's home and begins her rigorous training after the professor comes to a financial agreement with her dustman father, Alfred. But the plucky young woman is not the only one undergoing a transformation.

Career counsellor Michael Thornton decides to change his career and become an actor. He dreams of performing Shakespeare but ends up in a television ad where only his hands appear on camera. He finds a friend in actress Mary McAllister (Nicole Kidman) until she is called to Hollywood to star in a horror feature. Katrina Foster plays Michael's understanding wife Helen, who supports him while he pursues his elusive dream.