Two students Carey (William Katt) and Bob (Jim Borrelli) plan to blackmail their professor. Their plot backfires when Bob accidently kills the professor. They try to cover up the murder and make it look like a random crime. When they dump the body in the river a passerby witnesses their crime. The witness, Miss Lorelei Mason (Joanna Miles), is a stressed out advertising executive trying to rise in the ranks to a producer of commercials. Lorelei's description of one of the murder's leads to Bob's arrest. While waiting for Bob at the police station, Carey learns the identity of the witness. The two students then decide to torment Lorelei to discredit her or drive her to suicide. They switch her medications. Alter her messages. And, change her clocks to destroy her schedule and her mind.