Teenage friends must resist the spell of an evil showman staging a house of horrors show in their small town.

While other kids buy into countless hours of studying just so they can get a mark in some teacher's report book, Handsome Davis sees it as nothing more than a system of control over your mind. That's why Handsome and his three best friends Sammy, Victor and the cribsheet genius Applebee have banded together and found ways to cheat on their tests all through their school years.

When Earth is attacked by a hostile alien force, a small town firefighter and a rogue SETI scientist team up to activate the only technology capable of defeating the invaders.