Sara's (Julia Stiles) life is devoted to dance - she wants nothing more than to make it into New York's famous Juilliard School. But when tragedy strikes and she loses her mum, her hopes are dashed and she buries her dreams of ever attending the country's best dance school.
Without her Mum to support her, Sara moves to the tough streets of Chicago's South side to live with her Dad - a down on his luck jazz musician who she barely knows. Her new school's a totally different world from the small town she grew up in, but Sara's quick comebacks and sassy attitude earn her the quick respect and friendship of straight-talking Chenille (Kerry Washington). But it's Chenille's brother, Derek (Sean Patrick Thomas), the cool and good-looking star of the school, who grabs Sara's attention. He plays it up tough, but he also has the smarts and a plan to go to medical school.
When Chenille takes Sara to "Steppes", the local hang-out, she gets her first taste of hip-hop - and Derek's the one to show her the moves. When they discover they share a passion for dance, they discover that there's something deeper going on - a passion for each other. But they soon find out the hard way that they must not only overcome their own differences, but the resentment and bad blood of their friends and family. As the school year goes on, the couple find that their affection and devotion to each other could ultimately threaten Derek's hopes for a better life and Sara's rediscovery of her dance.
Yet against all the odds they overcome the obstacles to their dreams, and discover that ultimately the only person you have to be is ... yourself.