Between hanging out at the local fast food joints and hard rock club, dropouts and music fans Wayne (Mike Myers) and Garth (Dana Carvey) host a public access cable show, with help from their friends, from Wayne's basement. Trouble brews when sleazy network executive Benjamin Kane (Rob Lowe) takes over the show as a vehicle to advertise the local arcade business, and turns the show into a cheesy commercialized relic of its former self. Alienated by their new environment, the boys rebel, while Kane's plans to seduce Wayne's "babelicious" musician girlfriend Cassandra (Tia Carrere) threatens their friendship and the very existence of the show.