At midnight on their high school graduation, three friends bury a box. They promise to open it at midnight. They live in a small town in Georgia. Soon, things start to change there as well. A little girl, a prom queen who is getting married, and an outcast who is pregnant are all in the same group of friends. They open the box on the night of graduation, and they start talking to each other about school. In a split-second, someone talks about her going to Los Angeles to get a record deal. In the end, they all decide to go together and they leave. People with some money set off on a trip with a man named Ben. A rumor that he might be crazy makes them all afraid of him when one of them tells the other one. At the airport when they arrive at LA, Lucy falls in love with Ben. Against her father's wishes, Lucy stays and she goes to the audition.