As a promising dancer in high school, Sara Johnson (Julia Stiles) hoped to be admitted to study at Juilliard and invited her mother to attend the audition. Sara failed in this first attempt, then was horrified to discover that her mother had been involved in a fatal car crash in her haste to arrive at the tryout. Wracked with guilt, Sara gives up on ballet entirely.

After her mother's death, Sara moves in with her estranged father (Terry Kinney). He plays the trumpet in a local Chicago jazz band and lives in a predominantly black neighborhood on Chicago's South Side. At her new high school, Wendell Phillips Academy High School, Sara is one of only a handful of white girls, but is befriended quickly by Chenille (Kerry Washington),a single teen mother who is having relationship problems with her erstwhile boyfriend, Kenny (Garland Whitt), who is the father of her child. Chenille invites Sara to a dance club called STEPPS, where she has her first experience dancing to hip hop rhythms. Derek (Sean Patrick Thomas),Chenille's brother- a promising student with dreams of going to Georgetown Medical School-dedicates himself to helping her develop her talent, and they practice in abandoned warehouses, school classrooms and anywhere they can find. As they become closer, Derek takes a reluctant Sara to the Joffrey Ballet and afterwards, Sara confides in him all about her mother and her dreams of Juilliard. Later, they return to the club and amaze others with their dancing, although Derek also sees his ex-girlfriend, Nikki, and engages in a round of "dirty dancing" with her, temporarily putting off Sara. Little by little, Derek and Sara become romantically involved. Having already achieved his dream of being accepted at Georgetown, Derek convinces her that she needs to do what she wants, and to follow her dreams, but she needs to get back into dance shape.

Back at school, Nikki picks a fight with Sara. Chenille tells Sara that she didn't approve of the fight but can understand the bitterness since Sara, a white girl, is seen as stealing one of the few good black men in the school. Because of this, Sara breaks up with Derek.

Derek also has a friend named Malakai (Fredro Starr) from whom he has become somewhat estranged. After a drive-by at the basketball court, Malakai wants payback, and needs help. Derek is torn over repaying his friend's past loyalty at the risk of his own college plans.

Scenes of Sara's audition for Juilliard, in which Derek arrives at a crucial moment to offer encouragement, alternate with scenes of Malakai's shoot-out, in which friends are killed by a rival gang and Malakai is arrested. The film closes as Derek, Sara, Chenille and their friends join at STEPPS to celebrate Sara's successful audition.

Cast

Julia Stiles as Sara Johnson

Sean Patrick Thomas as Derek Reynolds

Kerry Washington as Chenille Reynolds

Fredro Starr as Malakai

Terry Kinney as Roy Johnson

Bianca Lawson as Nikki

Vince Green as Snookie

Garland Whitt as Kenny