Best friends Max Mendelsson (Keith Gordon) and Perry Barnett (Wally Ward) are a pair of misfit high school teenagers who always cause trouble at school. After starting the first day with a large amount of destructive pranks, the duo are suspended from school. They later get themselves into more trouble when they intentionally misdirect several construction workers into drilling on the wrong area, ultimately causing roadside damage and getting themselves arrested by the police. For their mischief, the judge (Sherman Hemsley) sentences them to serve a year in Kirkland Military School to teach them discipline.
Upon arriving in military school, the duo meets Cadet Major Biff Woods (George Clooney), Cadet Captain Kevin, and Cadet Sergeant Andrea Pritchett (Dana Hill), who constantly punish Max for his bad conduct and behavior. Max finds the time in military school unbearable and vows to find a way to get himself out. During a war game, Perry meets a fellow cadet named Mary-Beth (Tina Caspary) and falls in love with her. Meanwhile, Max again sets up another series of destructive pranks in the military school, hoping to get himself removed from the school. However, the principal and Biff's father, General Ed Woods (Robert Culp), refuse to expel them, instead giving the two of them more punishments. Although Max is still unrepentant, Perry decides that he wants to straighten up his life and breaks off his friendship with Max.
Max eventually wins the friendship of other cadets by saving a drowning cadet and defending him from Biff, while Perry begin a budding romance with Mary-Beth. Meanwhile, cadets from a Soviet military school visits Kirkland and challenges them to a mock war game as part of their tour. During the welcome party, Biff steals a pocket watch from a Soviet guest. Max notices this and confronts Biff for his actions, but the two are caught by the General in front of everyone. Although Max tries to take the blame, Biff confesses to General Woods that he was the thief. He announces that he did this in revenge for his father, always praising him as a fine soldier but never regarding him as a son. Saddened by this, the general relieves him of his command for the upcoming mock war. Biff tries to drown him sorrows by drinking, but Max, who has reconciled with Perry, decides to set another plan to help Biff make up with his father.
The war game begins with Captain Kevin leading, and before he departs, Max gave him a stolen battle plan of the Soviet cadets. However, the Kirkland cadets were led into a trap and starts losing, and Kevin realizes Max tricked him. He resorts to cheating (continuing to fight despite being shot in-game) in order win by any means necessary. The other cadets, led by Max, bring a sleeping Biff to the battle, and asks him for leadership. Biff was initially reluctant to command this war, but Max encourages him to, and the group manage to successfully capture a group of Soviet cadets. Andrea meets up and joins them, then she and Max share a kiss. Elsewhere, Kevin manage to defeat the Soviets, who accuse them of cheating and a fight breaks out. Max intervenes to stop the fight, telling all of them that this is not a real war, and this mutual hostility between them is pointless. The two countries should not be seeing each other enemies, and neither should they. Max's actions win the friendship and respect of the Soviets, and General Woods is happy at how Biff completed this mock war with a peaceful end, acknowledging him as his son.
The film ends with Perry leaving with Mary-Beth for Thanksgiving holiday; Max claims that he has changed his old ways, and asks Perry to burn a box with his old prank notebook. However, the box is actually full of fireworks, which gets set off when the workers burn it in front of the school gate. Max laughs at his final prank while the fellow cadets cheer and applaud him.
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