University students Lewis Thomas (Paul Walker) and Venna Wilcox (Leelee Sobieski), Lewis's childhood friend and crush, prepare to go home for the summer holiday. Lewis, a University of California student, offers to come by Venna's campus (she attends University of Colorado) to drive her home instead of both of them flying back; Venna happily agrees. After refunding his plane ticket to buy a 1971 Chrysler Newport, Lewis calls his parents to announce the change of plan and learns that his older brother Fuller (Steve Zahn), the family's black sheep, has been arrested once again. Lewis drives to Salt Lake City and bails out Fuller, who then tags along for the trip.