Nueng is the head of the "One Love" gang and they are always fighting with rival gangs from other schools. Demo is a very smart young kid who has just moved to the same school. After the last fight, Nueng's father says that unless his grades improve, he will be shipped off to America to learn. Demo's family has money problems, but Nueng's is rich, so he asks Demo to be his Tutor. But the boys see something else in each other when they are forced together by these circumstances.