Seventeen-year-old Caroline Wexler (Kat Dennings) and her father move from a large city to a small town where an industrial fire burns endlessly and many of the students in her new high school seem to be permanently stoned. One of Caroline's classmates, Thurston Goldberg (Reece Thompson), quickly falls for her after they first meet at a party. Caroline is attracted to her high school English teacher Mr. Anderson (Josh Lucas) and the two begin to have sex.