Charlie Flagg is the enthusiastic drummer who starts a band to rival a recently signed hard-core band named Spittle. He enlists Tony Ridge, a neurotic songwriter who is so shy he has to hide in a closet when practicing. Spittle's former lead guitarist, Wynn, is the next to join. He suffers from intense claustrophobia and is unsure he can handle the rock-n-roll lifestyle. Eric Ellwood, a bass player with a temper, who is always finding trouble, is the last to sign on and under Charlie's leadership, they form a band called Circus Monkey. Despite a disastrous first show at a frat party, they forge ahead and attract the attention of a legendary tour manager who helps them start a tour of Southern venues.