Dan Dunne (Ryan Gosling), an idealistic inner-city junior high school teacher, inspires his 13 and 14-year-olds to examine everything from civil rights to Civil War with a new enthusiasm. Rejecting the standard Civil Rights curriculum in favor of an edgier approach, Dan teaches his students how change works – on both a historical and personal scale.

Though Dan can get it together in the classroom, he spends his time outside school on the edge of consciousness. Dealing with a serious drug habit, Dan is a strung-out role model. He juggles his hangovers and his homework, keeping his lives precariously separated, until one of his troubled students, Drey (Shareeka Epps), catches him getting high after school.

From this awkward beginning, Dan and Drey stumble into an unexpected friendship that threatens either to undo them or to provide the vital change they both need to move forward in their lives.