Kyle (CHRIS EVANS) is a high school student who wants to go to Cornell to study architecture, but doesn't have the SAT scores to get in. His best friend, Matty (BRYAN GREENBERG), wants to attend the University of Maryland to be with his girlfriend, but likewise comes up short when it comes to that test.
Accordingly, the two concoct a plan to steal the test from the nearby ETS building to insure their success. The only problem is that they somehow need to get in. That's where the rebellious Francesca (SCARLETT JOHANSSON) comes in. It seems her father owns the building and since the two don't get along, she'd be happy to help.
Kyle also wants Anna (ERIKA CHRISTENSEN) to join in - primarily because he's interested in her - but Matty thinks it's a bad idea since she's the second smartest student in school and an overachiever at that. Even so, and despite her perfect GPA, she's nervous that she won't score high enough on the SAT to get into Brown like her parents are hoping.
Eventually joining them is stoner Roy (LEONARDO NAM) who doesn't care about the test but thinks the thievery will be fun when he accidentally overhears the plan. Rounding out the group is basketball star Desmond (DARIUS MILES) who could go straight to the pros, but has promised his mother he'll go to college first. The only problem is that he needs a certain score on the test and isn't sure he can get it.
As the various group members overcome their differences, they then plot to break into the ETS building, find and copy the SAT test and its answers, and thus ensure that their individual futures are set.