|Billy Bob Thornton||Dr. P|
|Michael Clarke Duncan||Lesher|
|Luis Guzmán||Sergeant Moorehead|
|Nicole Randall Johnson||Shanice|
|DeRay Davis||Bee Bee|
In the hope of winning the woman of his dreams, Amanda, a lovelorn meter-reader enrolls in a confidence-building class. The course's title takes on much more meaning when he discovers that he and his egomaniacal professor Dr. P both love the beautiful woman. They begin a fierce rivalry that quickly spirals out of control, their pranks and insults get uglier as they try to prove who is the ultimate guy's guy.