The movie begins as we see Julia Stiles on a train, thinking about her past. In a couple quick flashbacks we learn that she was a promising high school dancer and with the support of her mother, was going to audition for Juilliard's dance school. She wanted her mother to be there at the audition but her mom had many things come up at the last minute and told Julia that she'd meet her there. In her rush to get to Juilliard, her mother was killed in a car crash at the same time that Julia fell while performing, failing to pass the audition. She will always blame herself for her mother's death.

We cut back to the present and see Julia getting off the train, meeting up with her dad. Her parents had been divorced for some time and since her mother died, she will now live with her father. He plays the trumpet in a local Chicago jazz band and lives in a poor part of town.

At her new high school she is one of only a handful of white girls but is befriended quickly by Chenille. Chenille teaches her the ropes around the school. She also has a brother, Derek, that after a slow start eventually grows to like Julia as well.

Chenille invites Julia to a dance club called STEPS that is totally unlike anything Julia has ever seen. She has heard of hip hop but has never danced to it. She and Derek get on the dance floor but she makes a fool of herself dancing like a ... well... a white girl.

Derek decides to take her under his wing and teach her about hip hop dancing. They practice in abandoned warehouses, school classrooms and anywhere they can find.

They go back to STEPS and the two of them blow everyone off the dance floor with their dancing. Derek's old girlfriend enters the dance floor and somehow starts dancing with him. Julia can only watch from a distance as Derek and his old flame start "dirty dancing." Derek, realizing what he has just done looks all over the club and eventually finds Julia. He apologizes to her and everything is okay again. He takes her home and they eventually make love while her dad is out for the night.

Derek takes her to the ballet and afterwards, Julia confides in him all about her mother and her dreams of Juilliard. Derek convinces her that she needs to do what SHE wants, and to follow her dreams. She needs to get back into dance shape. (cue the Rocky music...)

Back at school, things are not going as well. There is a jealous cat-fight between Derek's old girlfriend and Julia.

A few days later, Chenille tells Julia that she didn't approve of the fight but can understand the bitterness since Julia, a white girl, is stealing one of the few good black men in the school.

Derek and Julia break up.

Throughout the whole movie, we see another guy named Malakai that's always popping up. He and Derek had a past of being troublemakers but Derek grew up while Malakai just got deeper into trouble. There was a driveby shooting at the basketball court and Malakai wanted revenge and wants Derek to help him. Derek has a lot to lose having just been accepted to Georgetown. The trouble is, he owes a lot to Malakai and has always been there to get him out of trouble.

It's now time for Julia's new audition for Juilliard. She has prepared a classical dance number that she performs beautifully. Next up is a modern dance piece that she created herself. Kind of a combination of ballet and hip-hop. She stumbles and stops her performance. Just as she's about to quit, Derek shouts out from the back to keep trying. The judges all turn around to see Derek running down the aisles and up on to the stage. He gives Julia some encouragement and she continues and is simply wonderful in her routine. The head judge says... "Welcome to Juilliard."

At the same time all of this is happening, we see Malakai and his friends getting into a shoot-out with the rival gang. Some of his friends get killed and Malakai is hauled off to jail.

Derek and Julia are back together and the final scene has the two of them along with Chenille and other friends all dancing and having a great time back at STEPS.