Sarah (Robin Tunney) has just moved to L.A. and started a new school. Feeling alienated by her new surroundings she takes up with Nancy, Bonnie and Rochelle, who have distinctive black lipstick and nails. It transpires that they have recently been dabbling in the occult, and with Sarah their union becomes more powerful. As they learn witchcraft, they become powerful enough to punish their enemies at school and make their dreams come true. The soundtrack features songs from Elastica, Portishead and Siouxsie and the Banshees.