On the first day of middle school, Lydia and Julie's big plans to become the most popular girls in school are thwarted when Addison effortlessly steals the limelight.

Lydia goes head-to-head in an acting competition against her lifelong rival, Sage; Julie is forced to be scene partners with school oddball Ursula, a conspiracy-loving classmate who is convinced that something is amiss in the teacher's lounge.

Julie joins the Art Club to befriend a cool art kid, but ends up being challenged to make her art more personal; Lydia's goal to make Julie the star of the school art show puts the girls on a collision course.

As they conduct social experiments to determine what makes someone popular, middle-school besties Julie and Lydia learn unexpected lessons about the value of friendship, kindness and confidence.

When Julie gets scouted for the popular field hockey team, the girls realize this is a surefire ticket to popularity - only problem is Julie is the total opposite of a jock; as Julie attempts to fit in, Lydia finds herself on the outside.

As they conduct social experiments to determine what makes someone popular, middle-school besties Julie and Lydia learn unexpected lessons about the value of friendship, kindness and confidence.