Vince (ETHAN HAWKE), John (ROBERT SEAN LEONARD) and Amy (UMA THURMAN) are all former classmates from high school who've arrived at Vince's Lansing, Michigan motel room. While Amy lives there, Vince has arrived to see John's latest work in a film competition and the two men catch up on old times.
It turns out, however, that Vince has ulterior motives since he's still upset and obsessed with the fact that Amy broke up with him ten years ago during their senior year, only to end up going out with and ultimately sleeping with John. Accordingly, and having heard details about the encounter, Vince tries to get John to admit to date raping Amy.
John obviously denies that, but Vince keeps egging him on, eventually changing his perception of what really occurred. When Amy finally joins them and denies any wrongdoing on John's part, the three ultimately come to grips with their past.