New to Los Angeles, a young college kid, Scott (Ryan Burke), is trying to make friends and impress a girl, Jane (Amy Block), when he gets knocked down by some territorial surfers. He finds that he needs to earn the respect of Jane's friends in addition to picking himself up off of the ground, and Dave (Bojesse Christopher) and Mike (Yves Bright) soon begin to challenge him. In accepting their challenges, however, he soon finds that perhaps he himself is more his own rival than any of the people he comes into conflict with.