An insane young woman named Barbara Lang (J. Smith-Cameron) paints her house red to protect her young telekinetic daughter Rachel from demons. A group of policemen and doctors arrive at the house where Barbara is institutionalized and Rachel is taken away.
Years later, 18-year old Rachel Lang (Emily Bergl), living with foster parents, catches a bus to school and talks with her best (and only) friend Lisa (Mena Suvari), whom they view their matching red rose thorn tattoos on their left arms, and Lisa tells Rachel that the night before, she had lost her virginity to Eric (Zachary Ty Bryan), a football player. Lisa gives Rachel a roll of film for her to develop. The football players talk about Lisa; they have a game where they sleep with girls and receive points. The football team captain, Mark (Dylan Bruno), records their scores in a notebook.
That same day after Eric rejects her, Lisa commits suicide, jumping from the school's roof. The event triggers Rachel's repressed telekinetic ability, causing the lockers in the school to fling open. School counselor Sue Snell (Amy Irving) talks with Rachel about Lisa. Sue reveals that she spent time at the institution holding Rachel's mother. The discussion upsets Rachel and one of Sue's coffee mugs crashes to the floor. Sue visits Rachel's mother whom still resides in the mental hospital, learning that Rachel and the late Carrie White shared the same father... Ralph White.
Meanwhile, Eric talks with Mark, afraid he will be blamed for Lisa's suicide. He reveals they slept together and Mark assures him the information will stay private. Eric tells Mark that Lisa took a picture of them. Mark tells Eric that he will deal with it.
While working at her after-school job at a small photo shop, Rachel discovers she has developed photos of Lisa and Eric just before Mark and Jesse (Jason London), another football teammate, arrive. Mark tries bribing Rachel for the photographs, then offers to take her out; she rejects him. The next day, Rachel tells Sue and Sheriff Kelton (Clint Jordan) about Lisa and Eric sleeping together, giving Kelton the photographs. Kelton looks into charging Eric with statutory rape since Lisa was underage.
That evening, Walter, Rachel's Basset Hound dog, is accidently struck by a car when he runs onto a street. Rachel cries for help from passing cars, then stands in the road, stopping a truck with her powers. Jesse is on his way home after having sex with his girlfriend Tracy Campbell (Charlotte Ayanna) when Rachel stops him. Jesse takes her and the dog to an animal clinic. Rachel's tense mood causes her telekinetic powers to manifest as a small tremor develops in the waiting room which makes Jesse both confused and concered at what is going on. But Rachel quickly calms down and the tremor subsides when a veterinarian appears and tells her that Walter will be fine. Jesse takes Rachel out for coffee at a local diner where they have a nice talk.
Learning that Rachel gave the photograph to Sheriff Kelton, Mark, Eric and other football players go to her trailer late at night, turning off the power and breaking a window. Mark harasses her on the phone. Eric starts entering the trailer through a window. Rachel's telekinesis closes the window on Eric's hand, injuring him. The boys leave when her foster parents arrive.
A few days later at school, Sue meets with Rachel in her office. When Sue asks about moving objects with her mind, Rachel denies having telekinetic powers and begins leaving. Sue tries stopping her; Rachel screams at Sue to leave her alone and a snowglobe on Sue's desk shatters. Sue brings Rachel to the school that Carrie destroyed 20 years earlier and tells Rachel about Carrie White. Sue also tells her that she has telekinesis and there are places that study it. Sue tells Rachel that her father was Carrie's father whom may have had telekinetic powers, which Rachel does not believe.
Jesse pursues Rachel, angering Tracy. The night the football players attacked, Jesse and Rachel had a date. Jesse convinces Rachel he was unaware of the attack and Rachel agrees to go out with him. Jesse confronts Mark about the attack and the two fight.
Mark and his girlfriend, Monica (Rachel Blanchard), plot to humiliate Rachel for what she did to Eric, although the statutory rape charges are dropped after Eric's wealthy and powerful father (Gordon Clapp) threatens the school board and the police force with a halt in monthly "charitable donations" (bribes). Mark apologizes to Jesse and offers his parents' cabin so Jesse can spend the night with Rachel. The two share a romantic evening and Rachel loses her virginity. While she sleeps, Jesse whispers that he loves her. Unknown to both of them, someone videotapes the entire thing.
When Rachel arrives home at dawn, she is slapped and yelled at by her foster parents for being out all night in which she is grounded for a week.
A few days later, Sue goes back to the mental hospital to meet Barbara again. She persuades Barbara about Rachel's ability and tries to persuade her to confront Rachel.
Despite being grounded, a happy and confident Rachel sneaks out and goes to a school championship football game to watch Jesse play. (Note: all of the football players, Mark and Eric included, shave their heads, exempt for Jesse). After Jesse wins the game for the school, Mark and Monica tell Rachel that Jesse is talking to a college scout and she should go to a victory party at Mark's house with them. But Jesse is actually sidetracked by Tracy, who attempts to seduce him at his house in order to keep him away from Mark's party.
That evening, Rachel is casualy mingling with Jesse's friends at the party when the football players reveal their sex game and claim that Rachel was added to Jesse's list. Mark plays the videotape showing Jesse and Rachel having sex before everyone at the party, making Rachel believe Jesse never cared for her. In an extreme rage, Rachel's ability is triggered leading to a climatic bloodbath. She transforms into a black-eyed, demonic-like person in which her red rose tattoo literally "grows" the image of thorns all around her arms and legs and she uses her powers to closes the doors of the house and kills most of the partiers with shattering glass from windows as well as using her powers to project flying CD disks that impail several more party-goers. Rachel uses her powers to move objects around that knock over several liquor bottles and a fire beigns as Rachel uses her powers to move the burning logs out of the fireplace and soon the whole house is on fire. Pandomonium breaks out as several people attempt to escape from the inferno but they are killed or burned to death. Just then, Sue has taken Rachel's mother from the hospital and drives to Mark's house. Sue reaches the door just as Rachel throws a fire poker at a boy's head, killing both the boy and Sue on the other side of the front door.
In Mark's father's study, Eric, Mark and Monica arm themselves with harpoon guns and Mark takes a flare gun before confronting Rachel. The murderous Rachel follows the trio into the back yard beside the swimming pool and she uses her power to shatter Monica's eye glasses, blinding her. Monica accidentally shoots Eric in the gut with her spear gun before they both collapse to the ground and die from their injuries. Rachel disarms Mark with her powers just when she hears her mother calling for her. While she is distracted for a second, Mark shoots Rachel in the stomach with the flare gun. Rachel falls into the pool and she uses her powers to extend the pool cover. Rachel jumps out of the water and pulls Mark into the pool, and after it is covered, she uses his spear gun to free herself by cutting a small hole in the cover while he drowns. Rachel's mother believes she is possessed and runs from the house. Seriously wounded by her injury, Rachel prays for help.
Jesse and Tracy arrive and find the house in flames and all their friends dead. When Rachel walks in and sees Tracy, she kills her by collapsing the ceiling above her. Jesse urges Rachel to leave for the house is on fire. The tape of them is still playing. When he sees it, Jesse tells her he did not know they were being taped. Rachel calls him a liar and uses her powers to hit him with Mark's notebook, which opens to the score page. Jesse says he loves her, but she does not believe him until she hears him say it on the tape, realizing he told the truth. When the burning ceiling collapses over Jesse's head, Rachel pushes him out of the way and she is pinned under a flaming board. As Jesse tries to lift the heavy plank off Rachel, she tells him she loves him and they share a kiss before his right arm lights on fire from the burning plank. Jesse tries kissing Rachel again, but she uses her powers to push him out of the house and into the covered swimming pool in the back yard, thus saving his life before allowing herself to succumb to injuries.
One year later. Jesse is at King's University, sharing his room with Rachel's dog Walter, and he still has a severe burn scar on his right arm. He has a dream that Rachel enters his room, wearing the same clothes and looking as she did the night when they made love. They kiss before she shatters into ash. The shaken Jesse awakes and looks at himself in the mirror as well as a photo of Rachel that he keeps beside the mirror.