NOTE: This spoiler was sent in by Cori.

The movie begins with a high school student narrating how he is the outcast student (Rick Ricker played by Drake Bell) who is chasing the school bus. The driver stops and Rick runs into the mirror, falling down. As he stands up the stop signs pops out from the side of the bus and he is hit in the head following by the opening doors knocking him down again. He gets on the bus and we see other students blocking him from sitting down. He finally sits next to his friend while looking at the Jill Johnson (Sara Paxton). His friend Trey goes on to tell Rick that Jill is in the popular group and points to each section of the bus explaining the groups and how you can’t date someone in another group.

The class exits the bus and begins a fieldtrip at a pharmaceutical company. They are in the animal research section. Jill is looking at a bird when Rick asks to take a picture for the school paper. Jill looks away right as he snaps a shot. In the background you hear the tourguide saying no flash photography as the bird bursts into flames. Jill’s boyfriend, Lance, sees Rick flirting and picks a fight. As he goes to through the punch, his uncle Lou, comes in and stops it. After Lou leaves, Lance pushes Rick into a pile of animal shit. Rick sees a bottle labeled H2O so he begins to wash his shirt. Once again, we then hear the tourguide mention something important. A new chemical is being tested called H2O9 which causes a release in pheromones. The screen cuts back to Rick being humped by all of the animals. A dragonfly is one of the animals and it bites his neck.

Lou is demonstrating a new machine for his board of directors that will cure all health problems when the machine backfires, in an explosion. Lou reaches out to a board member. The man begins to rapidly age, dying. To maintain life, Lou must now take the life from others. He decides to call himself the Hourglass.

Rick’s aunt and uncle (Leslie Nielsen) are talking about how Rick didn’t come home with the rest of his class. Rick then enters the house looking extremely sick. His uncle decides to give him a speech about puberty but reads from the wrong book and mentions bleeding from the vagina once a month. Rick falls over on the bed and falls asleep. He wakes up to see his uncle in bed with him, saying he’s been sleeping for five days. Uncle Albert walks to the bathroom in his underwear while Rick gets on the computer. An IM from a Profx (with some numbers after it) says that he knows what Rick is going through and will be in touch. He goes outside to the backyard and sees Jill. They talk about the future and Jill mentions that her parents want her to go to college but she wants to be a dancer. Lance drives up and Jill runs off with Lance.

Rick returns to school and is walking through a science fair where there is a special guest, Steven Hawking. Hawking starts telling the students about how great science is even though he has nothing else, but winds up talking about being suicidal and asking if anyone wants to smoke pot with him. Rick goes to get a drink when his hands stick to the water fountain. As he tries to pull them off, he rips the water fountain from the wall and hits Lance. A new fight begins and it ends with Hawking's head in a killer bee hive and Rick’s hands stuck to a teacher’s breasts.

Rick runs away and then decides to try walking a wall (the break-dance scene from the trailer). After coming down from the wall, he hears a voice calling his name. It is Professor Xavier (Tracy Morgan) who brings him to a special school for Non-Asian Gifted Students. Professor Xavier explains that when Rick is a true hero, he will be able to fly. Xavier’s wife comes down and tells about how she found invisible girl in the closest. After a flight which ends with Xavier’s baby telekinetically flying Xavier into a wall, the wife says that all Rick needs to be a real hero is a costume.

Rick returns home and after catching a nail in his hand, tells his uncle and best friends that he has powers. Uncle Al stabs him in the stomach with a knife, which just bends. Uncle Al gives Rick a speech that with this power comes hoes. He then reminds Rick about his parents' death. Through a flashback we see a family come out of a theatre when a mugger comes after the father. Very similar to the way batman’s parents were killed. Rick tries to help but ends up causing the death of his parents when he steals the gun from the mugger and accidentally fires while pulling it away. Right before he dies, the father tells Rick to sell the stock in a small company called Google and put all the money in the safer Enron.

Rick goes upstairs and makes a costume but covers his face and can’t breathe or see. He then fixes the costume. He is now Dragonfly. Next we see Rick sitting on a gargoyle when Flame (from Fantastic 4) shows up claiming that’s his gargoyle. Flame then demonstrates his power when he panics at the fire. Rick tries to help but throws gasoline on Flame. Flame then falls off the building. Rick decides to try and fly but just lands on another gargoyle. After this is the first time that Dragonfly and Hourglass meet. Hourglass throws some knives at Dragonfly which cut him because they were made of titanium.

Rick goes to the bank to get a loan so he can buy a car. He is turned down for the loan when the banker says “it’s not my problem” that he needs the car to impress the girl. As he is leaving, a robber comes in. As the robber goes to leave, he pushes a pull door. Rick opens the door and helps him leave. The banker complains that Rick let the guy leave with the money to which Rick replies “it’s not my problem.” Rick’s uncle was waiting in the car outside and was shot. Next Rick is in the hospital and his uncle is in a coma.

Jill is coming out of a theatre that has a sign saying Auditions. Rick is standing there with flowers and mentions that he knew she was auditioning. She says he’s really kind and as she walks away some men come after her. The Dragonfly appears and beats the guys up. It starts to rain and he leaves, only to come back upside down from a fire-escape ladder. As Jill goes to kiss him, the ladder falls and his head is facing her crotch. She lifts the ladder up but he gets thrown from it. He returns walking and the two share a kiss.

It’s Thanksgiving. Rick’s aunt invites Jill over. Jill brings her boyfriend and his uncle. Rick comes in through the bedroom window makes some noise. His aunt said she didn’t know he was home and Lou says he would get him for dinner. Rick was heading to the bathroom when he hears Lou coming. Still in the Dragonfly costume, Rick sticks to the ceiling. As Lou leaves, Rick pees in his pants and it makes a drip noise. Lou looks up but doesn’t see anything because Rick is now hiding under a desk. A few more funny moves and Lou leaves. Rick then comes in the front door and apologizes to everyone for being late. Lou notices a cut on Rick’s arm where Hourglass cut him and Rick says he walked into something. The two point out a few of each other’s injuries, each making excuses for their own when Lou says he has to leave.

While cleaning up, Rick and Jill almost kiss when the Hourglass arrives and throws a knife which hits Rick’s aunt. Back in the hospital, Rick learns that his aunt is dead but his uncle is awake. At the funeral, there was a mix up and the wrong woman was in the casket. As they go to switch bodies, Uncle Al decides to feel up the other woman first.

Rick discovers that the Hourglass is planning to mass murder hundreds of people at an award ceremony to obtain immortality. Rick arrives at the awards and finds Lou, who just won the douchebag award for women’s health advances. Lou thinks that Rick knows his true identity right as Rick says “it’s someone in this building” so Lou points to the Dali Llama. Dragonfly begins to beat-up the Dali Llama when Hourglass appears and then breaks through a wall into another room of the convention center where there is a hero con. A fat kid in a Dragonfly costume makes fun of Rick’s costume as Hourglass sits in a seat and begins to fly. Jill was in attendance with Lance and we see her get hurt. Dragonfly picks her up and carries her as he races to the roof to stop Hourglass. Hourglass throws a bomb which lands on Dragonfly’s crotch. Dragonfly flips over and the bomb explodes killing Hourglass, but not hurting Dragonfly. Jill flies back from the explosion and falls off the roof. Dragonfly jumps after her and while they’re falling, Jill notices Rick’s ring under the broken glove. The comment about how tall the building is and that it’s too bad Rick can’t fly. All of a sudden wings rip out of his back. He grabs Jill’s hand and flies back to the roof. They kiss and are then seen flying off together before the credits start.