Rupert is neither particularly confident nor handsome but has nevertheless set his eyes on the girl of his dreams, the beautiful Cindy. When his latest attempt to win her over fails spectacularly, Rupert is ready to give up... were it not for a strange homeless man he encounters one evening. Claiming to be his Fairy Godmother, the homeless man offers Rupert a magic potion that will transform Rupert into whatever he wants to be - but only until dawn. Rupert is desperate enough to believe the man - and tries the potion. The effects are immediate and stunning but, as Rupert soon discovers, things always look different in the morning.