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Millicent is socially challenged and has never had a close friend before. Because everyone thinks she's a freak, she will do almost anything to keep Emily from finding out that she's so brilliant that she is homeschooled. Stanford can't stand Millicent but needs her to pass the class so he can play basketball next season. But, he can't let Emily, whom he thinks is absolutely adorable, know that he's being tutored! Or any of his friends for that matter. Emily on the other hand substitutes her father's absence in the wake of her parents' divorce by charging everything on the emergency credit card and buying friendships. She seriously has a crush on Stanford and doesn't get why Millicent is so hard on him.