Two college students, Sam (Maya Stange) and Thea (Kathleen Robertson), meet Coles (Mark Ruffalo), an animator, at a party, and their mutual attraction leads to a passionate and awkward night together. They form an unstable friendship, and continue to push their sexual boundaries. Soon, their friendships are tested by Sam and Coles' romance and Thea's increasingly reckless behavior. Inevitably, their relationships dissolve due to fear, resentment and mistrust on all sides.