Joe Slovak (Matthew Modine) is a brilliant first-year med student whose casual, nonconforming approach to life gets tested when he enrolls in gross anatomy, the toughest course in med school. Joe's freewheeling, independent style creates funny moments in the classroom, but puts him at odds with his demanding professor (Christina Lahti), who questions whether her class "rebel" has what it takes to be a doctor. On top of that, Joe falls in love with his no-nonsense lab partner (Daphne Zuniga), who won't let anything, especially romance, interfere with her plans. And while Joe's never done anything by the book, he proves he does have what it takes to succeed -- without changing his ways!