Babylon High School looks like a normal high school in suburban America. Until the students arrive. In this school the student body has a definite division... those who have money and those who don't. Between the two social classes, there is no talking, no working together, no friends, and there is definitely no crossing over. During the last week of the school year, two students find each other and change everything. Elaina (Lori Schaufelberger) a rich girl moving out of town to start a future meets Kevin (Matt Clark), a gear head whose future is uncertain. The two grow closer turning their lives upside down. They struggle against their families, friends and themselves as they fight to stay together in the world around them. Holding on in a world without love is tough, but to Kevin and Elaina, there is no other way.