The film is set in Chamberlain at the new small-town Bates High School, which has been built in another place, while the ruins of the old one are still visible and have not been removed. In this High School the members of the football team set the social order. Emulating the "Spur Posse" from :Lakewood, California, the boys on the team compete to see who can seduce the most girls, rating them on the point system, in which they are valued differently and then discarding them.The story opens with Lisa Parker, a victim of this game, who responds by jumping off the school to her death. Lisa turns out to be the only friend of Rachel Lang, an intelligent outcast who lives with neglectful foster parents; her biological father was Ralph White but he had disappeared, and her mother has been institutionalized. Rachel plans to go after Lisa's victimizer, Eric Stark, but becomes attracted to the smart football player, Jesse Ryan. While this forces the keepers of the social order to partially accept her, they secretly plan her downfall. Attempts to stop their behaviour by the sheriff are thwarted by the Senior D.A., who doesn’t want to antagonise the football team because of political interests (as their parents belong to the most influential people of the town).
But unknown to all of them, Rachel's recently arrived hormones have brought on something else - telekinesis. It appears to have been present in her past, such as when she was a little girl, slamming windows open and closed over and over again when her mom was taken away. However, the terrifying ability is suddenly triggered again by Lisa's suicide, which results in Rachel blowing open all of the lockers in the school in an instant.
The one person, who recognizes what is happening, is guidance counselor Sue Snell, the only survivor of the telekinetic massacre perpetrated by Carrie White at the Senior Prom. Sue wants Rachel to get the help she needs, but it is already too late, as the stage is set for another showdown. This time, however, it is at the football game's after-party, taking place at the mansion of one of Eric Stark's friends, Mark Bing.
At the party Rachel attempts to have a good time, while Jesse's ex-girlfriend Tracy Campbell plots to steal him away, keeping him from the party. After joyfully dancing with Mark and Chuck, Rachel is then humiliated by the other football players and their girlfriends, who playback a video recording of Rachel and Jesse having sex. They then reveal her point-score, and continue to mock and mistreat her, as pressure builds violently inside of her.
The voice of Carrie's mother, Margaret White, chants "They're all gonna laugh at you!", as Rachel falls to the floor, humiliated. She snaps completely and everyone is frightened as Rachel's tattoo of a heart surrounded by thorny vines, which she shared with her best-friend Lisa, begins spreading veins across her body. The glass doors shatter, with shards of flying glass cutting and impaling people, decapitating Chuck and cutting another's throat, squirting blood at Debra, blood from other party goers also sprays on the walls and furniture.
Chaos ensues, as Rachel seals off the house with her mind, standing rigid as everyone else runs in a panic. Rachel, in her state of fury, quickly kills off numerous party-goers, including one girl, whose torso is riddled and sliced by airborne CDs and another football jock, who attempts to escape through the door, only to have a fire poker shoot through the air, through his head, and into the peephole. Sue, having managed to sneak Rachel's mother out of a mental institution, rushes to help Rachel at the party, but gets to the door in time to be impaled through the head by the same fire poker, on the other side of the door.
As everyone begins realising that it is Rachel causing the mayhem, her powers cause all of the bottles of liquor in the bar of the mansion to explode, spilling the flammable alcohol everywhere. She then sends the flaming logs from the fire place flying across the room, smashing into the shelves of spilled alcohol, igniting the room in flames and setting many of the other guests on fire. As the guests scramble to escape, they spread the fire further.
Eric, Mark, and Monica rush to an arsenal in the mansion, grabbing three harpoon guns and a flare gun. They continue to run from Rachel, as she stalks them through the house, until she finally catches up to them by the indoor pool, where the three of them are ready with their three harpoon guns raised. Rachel manipulates the weapons against them by first making Monica's eyeglasses break and the broken shards stab her in her eyes. Monica shrieks in agony, as the shards blast inwards, digging into the flesh around her eyes and leaving her blind.
In her panic, Monica accidentally shoots her harpoon gun into Eric's groin, castrating him with the harpoon. Both Monica and Eric, collapse to the ground to bleed to death. Rachel steps over Eric's body, as she backs Mark into a corner, quickly sending his harpoon gun flying out of his hands. She is suddenly distracted by her mother Barbara, which Mark (the only one still standing) sees as an opportunity of sorts to use against her.
He uses his flare gun to fire a flare at Rachel's hip, sending her toppling into the water. It did not stop her, as she reaches up out of the water and pulls him in with her before activating the tarp to automatically seal off the pool. Rachel then snatches a harpoon gun that had fallen into the water, and uses it to cut a slit in the tarp. Quickly crawling out, she then leaves Mark to drown.
As Rachel lays on the floor, she is again greeted by her mother, who comforts her at first, but only because she still sees Rachel as her little girl. When she suddenly sees Rachel as she is, with the thorny tattoo spread across her body, Barbara tells her daughter that the devil has taken over her, and quickly leaves Rachel lying on the floor. Rachel begins to pray for death.
Jesse and Tracy finally arrive at the party, horrified at the massacre. Rachel appears on the balcony above them, and sends a fiery piece of ceiling down on Tracy, killing her. Jesse is left to talk to Rachel, trying to convince her that he didn't have any part in humiliating her. At first, she refuses to believe him, loosening several screws on the flaming ceiling above him as he walks up onto the balcony with her. Rachel is finally convinced that Jesse is telling the truth after she hears the videotape replaying in the background, where Jesse is saying "I love you" to her as she is sleeping.
When Rachel realizes the truth, the ceiling above finally caves in due to the loosened bolts. Rachel manages to pull Jesse out of the way in time, but she becomes trapped as the flaming ceiling crushes her legs and torso, leaving her unable to move. With her last thoughts, she sends Jesse flying down on to the pool tarp in an attempt to get him out of the house and save him. She is then burned alive.
One year later it is revealed that Jesse is taking care of Rachel's dog, and mourning her. He is suddenly greeted by an apparition of Rachel, who crawls through his window and kisses him, but shatters into several pieces, revealing it to be just a dream.
- Emily Bergl as Rachel Lang
- Jason London as Jesse Ryan
- Amy Irving as Sue Snell
- J. Smith-Cameron as Barbara Lang
- Dylan Bruno as Mark Bing
- Zachery Ty Bryan as Eric Stark
- Charlotte Ayanna as Tracy Campbell
- Rachel Blanchard as Monica Jones
- Justin Urich as Brad Winters
- Elijah Craig as Chuck Potter
- Deborah Knox-Meschan as Debra - Party Girl
- Eddie Kaye as Thomas Arnold
- Mena Suvari as Lisa Parker
- Clint Jordan as Sheriff Kelton
- Katt Shea as Deputy D.A.
- Robert D.Raiford as Senior D.A.
- Kayla Campbell as Little Rachel
- Sissy Spacek as Carrie White in flashbacks
- The plot is loosely based on a real-life 1993 incident in Lakewood, California, in which a group of high school jocks, The Spur Posse, were involved in a statutory rape scandal.
- Stephen King rated it as "Acceptable".