Zach is an aspiring young artist living in San Pedro, California. He has put off his dreams of going to art school in order to work and help his older sister Jeanne, his disabled father, and his five-year-old nephew Cody, whom he cares for most of the time as the irresponsible Jeanne spends her time partying. Working as a short-order cook to make ends meet, Zach uses his free time to paint, surf, and hang out with his on/off girlfriend Tori and his best friend Gabe.

When Gabe's older brother Shaun comes back home from Los Angeles for a few weeks, Zach and Shaun develop a close friendship as they go surfing together. Shaun, who is a published writer, encourages Zach to take control of his life and pursue his ambition of going to CalArts. One night after drinking, Shaun kisses Zach. However, Zach is not prepared to give in to his feelings immediately and struggles with whether or not he may be gay. Soon, however, he goes to Shaun's house and the two start making out and spend the night together. Following this, Jeanne reveals her boyfriend Alan is heading to Portland for a job interview and she wants to go with him for the weekend so she needs Zach to look after Cody. Zach is reluctant, but agrees. When Shaun invites him over, he tells him to bring Cody along and the three have a great time together. Zach and Shaun's relationship begins to blossom, while at the same time Shaun builds a strong bond with Cody............