Sara (Agnes Bruckner) is an ambitious, beautiful twenty-something working her way through law school. After she attracts Eric (Shawn Ashmore), one of the school's popular most guys, his jealous girlfriend Brooke angrily humiliates Sara at a local bar.

Watching from the bar is the gorgeous Alex (Madeline Zima), who takes Sara under her wing. As they become closer, Alex confides how much she despises her step-mother, and together they conspire to kill each other's respective enemy. As the sexual tension between them escalates and they embark on their murderous pact, events begin to unravel with unpredictable consequences, in a twisted tale of seduction, deception and betrayal.