Dave Smoker is the unofficial leader of a no-name rock'n'roll band of pop revolutionaries. Armed with guitars, pointed lyrics, and some philosophies which are a little out of the mainstream, they stage "commando raids" bombastic street performances of their songs on the streets of L.A. Dave (the guitarist and songwriter) lives with his girlfriend Rose Lopez - a hardworking part-time student, full-time waitress, who's hitting the books in hopes of getting accepted to a prestigious University. His best friend Augie Banks (the drummer) works as a car mechanic and harbors a secret crush for the lovely Rose. And Lou Miller (the bassist), quiet, shy, and always late, has a secret all his own... When their vocalist, Buzz Malone, quits the band to more seriously pursue his own music career, Dave, Augie, and Lou find themselves looking for a new singer. Buzz joins another band and meets with almost instant success. Augie and Lou admire and envy his efforts but Dave just sees Buzz as yet another sucker selling his soul for a little success... Enter: Kate Shaw. A strong willed singer with a great voice and her own philosophies. She sees the potential in Dave's songs, and in this no name band to move on to the next level maybe even get signed. The only thing stopping them that she can see is Dave and his loopy ideas. To Dave, Kate is "...just another instrument in this band" and he's not interested in "selling out"...He's on a mission. He just wants to change the world...