Amanda (Monica Potter) is a nice, regular girl who moves to New York to work as an art restorer, and begins sharing an apartment with four quirky roommates who are all fashion models. She keeps bumping into Jim Winston (Freddie Prinze, Jr.), the seriously cute boy who lives in the apartment building across the street, who weakens her knees and fumbles her words. Having resolved herself to hopelessly peeping through his window, Amanda`s sympathetic and seriously fashionable roommates finally dress her and make her up to crash a party he`s throwing. Relaxed and feeling beautiful, Amanda finally speaks to Jim, and he at last discovers her charms and asks her out. Returning to her apartment on cloud nine later that evening, she spies him apparently committing a murder, and calls the police. The cops assume Amanda and the girls are just airhead models and dismiss the claim. Even her roomies are unsure, but find themselves swept up in the drama of Amanda`s REAR WINDOW-esque investigation. Filled with good-natured pokes at models and the fashion industry, HEAD OVER HEELS is a romantic comedy powered by an energetic 1980s-style soundtrack and directed by Mark S. Waters (THE HOUSE OF YES).