Two of the biggest nerds in high school, Gary (Anthony Michael Hall) and Wyatt (Ilan Mitchell-Smith), have no luck with women. They want to have girlfriends but cannot get the time of day from anyone. They want some acceptance and popularity. That is when they start messing around with a computer program to create a perfect woman. They create Lisa (Kelly LeBrock). She is strong, confident and want to show them they can be popular, get a girl and have a good time. She helps them thwart bullies, meet bluesmen and throw a major party. The only thorn in their side is Wyatt's brother (Bill Paxton). The final test comes at a party Gary and Wyatt host when Wyatt's parents are out of town. The cool kids all come over, but will the guys stand up when danger arrives?