Rawley Academy, a prestigious New England boarding school, begins its summer session. Will Krudski arrives on his first day at Rawley Academy; a dream that he has been anticipating to fulfill. He meets his new rommmate, Scout Calhoun, and later they meet the dean's son, Hamilton Fleming. The camaraderie between Will and Scout is later jeopardized when Will confides in Scout that he cheated on his entrance exam by purchasing it on the Internet. After meeting the unconventional crew coach and literature professor, Finn, Will seems to be adjusting to his new surroundings just fine.

Achieving his life-long goal of escaping the wrong side of the tracks, Will thought his life would be perfect once he began at Rawley Academy, but trying to reconcile his new life with his old ties tests his growing friendship with Scout. Scout and Bella test the waters of their own newly platonic relationship and the end of their love affair, but Scout's jealousy over an admirer leads to a bloody brawl. Meanwhile, Hamilton and Jake work though their own weird moments and find a common ground of friendship.

The approaching Rawley Summer Cotillion inspires Will to approach the girl of his dreams, Caroline Busse, but when she already has a date for the dance, he invites Bella to go with him, although both their eyes are distracted by others. Meanwhile, Scout tries to make the most of his evening with Paige, and Hamilton and Jake reveal secrets in an intimate moment.

Bella, Will and Scout find themselves in the crazy position of having to outsmart an evil upperclassman, Ryder, sweet-talk a cop while driving a stolen car, and retrieve a confessional letter before it destroys their lives. Meanwhile, Hamilton and Jake secretly go on their first official date, but with Jake in a dress, the sexual roles are confused as Hamilton tries to wear the pants in the couple.

With the last day of Rawley Summer Session comes bad news for Will, who learns that the funds for his scholarship have been withdrawn, and Bella, who must fight against the sale of her family's gas station and home. The gang hits the road with Bella, determined to find her mother, who after ten years of silence is the one person who can save the station. On the journey, after running into car trouble, Bella, Will, Hamilton, Jake, Scout and Sean find themselves stuck in a cabin overnight, where tempers collide between all. Bella's eventual meeting with her mother opens up possible truths to the past, while Jake's true identity finally comes to light.