Will is getting tickets to a Lakers basketball game when Uncle Phil decides to give the other tickets to one of his clients' daughter. Will hits it off with the full-figured friend named Dee Dee, but her size keeps Will from asking her to the dance. Though Will likes her, he takes the shallow way out as soon as his friends start teasing him. At a pizza place, his friends from the place and school make fun of her size, which Dee Dee hears it when she comes out of the washroom. She ignores Will for a while. He has a very boring date who talks too much, and so does Dee Dee. When he sees her at the dance with another guy, he sees more clearly that it's what's on the inside that counts more than the outside.