A provocative tale of jealousy, seduction and betrayal. A controversial modern-day version of Shakespeare's classic "Othello". "O" is the schools' best basketball player and NBA hopeful. He is adored by all including his coach and a beautiful classmate. "O" has a troubled friend, who is the coaches' son and he is deeply resentful of his fathers preference to "O" on and off the court. The seeds of mistrust are sown and it sets into motion a disturbing...

Troubled high school senior Kelly Ernswiler (Shia LaBeouf), has found one true escape: fantasy reenactments of World War II battles. There Kelly strikes up an unlikely friendship with a preppy girl, and his life explodes in ways he never expected!

With his loving and supportive mother, 13-year-old Kevin moves in next door to another teen, Max. Though both have problems that label them as outcasts, they discover that by proudly combining their strengths and uniting as one, they can overcome their individual limitations and triumph over any adversity! They set out on a series of adventures and find the mightiest treasure of all: Friendship!