Michael (Jason Patric) and Sam (Corey Haim) move to a seaside California town with their mother Lucy (Dianne Wiest). Michael soon meets the beautiful Star (Jami Gertz) and is drawn into a motorcycle gang led by a young man named David (Kiefer Southerland). After several dangerous initiation stunts, Michael begins staying out all night with David and Star, and sleeping all day. Meanwhile, Sam has made friends with Edgar Frog (Corey Feldman) and his band of vampire hunters. Sam becomes convinced that Michael’s friends are vampires and sets out to save his brother. Michael discovers his own disturbing facts about his friends and joins forces with Sam to identify and kill the head vampire.