A 14-year-old genius (Corey Haim) and the 42 year old ex Marine (Burt Young) become college roommates and deal with a kind of Odd Couple relationship in their dorm room, eventually finding something to learn from each other.
During the yearly 'Stupid Documentary Festival' the college has for the students, an old military training film is shown which triggers Nick who has memories of all of the young people lost in war during his time in the Marines.
Mid-terms approach, and the guys pull an all-nighter for their first one, but Nick's subsequent low grade sends him reeling for home (with Matthew in tow).