A 15 year old scientific whiz kid named Paul Conway, just moved to a new town with his mother. He also has a yellow robot named Beebee which is his friend and protector. Paul befriends the girl next door named Samantha, and she lives with her abusive father who knocks her down some stairs one night and severely injures her. She was on life support in the local hospital, but after a certain amount of time, they pulled the plug on her and she was dead. Paul disguises himself as a hospital worker and takes Samantha's body from the hospital over to the local university. As an attempt to save her life, he implants Beebee's robot microchips into her brain, but discovers not too long after that she is out of control.