Two female students—the affluent and popular Kelly Van Ryan (Denise Richards) and the gothic exile Suzie Toller (Neve Campbell)—make explosive claims against Sam Lombardo (Matt Dillon), their high school guidance counselor, accusing him of rape. Their story unfolds when Sam offers to drive Kelly home one night, during which they share moments listening to the hits of Third Eye Blind and Smash Mouth.
As the trial progresses, Suzie steps forward and admits that Sam never assaulted her, revealing that Kelly's accusations stemmed from her infatuation with him and her resentment over his affair with her mother. This revelation leads to the public humiliation of Kelly and her family, while Sam walks away with a substantial settlement of $8.5 million, allowing him to retire in comfort. However, the plot thickens as it becomes apparent that this scandal was meticulously orchestrated by Sam, Kelly, and Suzie to extract money from the trial.
As police sergeant Ray Duquette (Kevin Bacon) begins to unravel the threads of deception, Suzie's anxiety grows, and Sam fears that she might jeopardize their dangerous scheme. After Kelly and Suzie become involved in a secret affair, the tension culminates at a seaside getaway where Sam commits a gruesome act, killing Suzie with a wine bottle.
In the aftermath of Suzie's mysterious disappearance, investigators discover blood and teeth along the shore. Ray, piecing together the clues, confronts Sam at Kelly's home to protect her. A chaotic showdown ensues, resulting in both Ray and Kelly getting shot, with Kelly suffering fatal injuries. Ray explains that he was forced to return fire after Kelly shot at him, leading to his discharge from the police force. Meanwhile, Sam retreats to a tropical paradise, apparently free from consequence, until he unexpectedly finds Ray waiting for him.
Their alliance takes a treacherous turn as they set out for a boat ride, during which Sam cleverly pushes Ray overboard. Ray, however, manages to resurface only to be confronted by the shocking sight of Suzie, very much alive and now transformed with blonde hair, who fatally incapacitates him with a spear gun before he disappears into the waves. As Ray pleads for Sam's help, Sam coldly retorts, “you should not have killed Kelly,” indicating the chilling callousness of their actions.
As Sam sinks into a false sense of security, Suzie betrays him by poisoning his drink and casting him overboard as she sails back to safety alone.
Through a series of revealing flashbacks, we come to understand that Suzie's manipulative genius was at work from the beginning, orchestrating the scheme to exact revenge against her wealthy stepsister Sandra Van Ryan (played by Theresa Russell), who abandoned her. Suzie's vendetta extends to Ray as well, who she blames for the death of her friend Davie. Despite her troubled upbringing and delinquent past, Suzie's intelligence shines through; those who recognized her potential acknowledged her IQ as near genius level, illustrating that she could outsmart them all. Following Kelly's tragic end, which involved Ray fabricating a scenario where she seemed to pose a threat, it becomes evident that Suzie was always several steps ahead—turning the narrative on its head and leaving a trail of devastation in her wake.
