As summer vacation approaches, college freshman Lewis Thomas (Paul Walker) decides to cross the state and go to New Jersey to visit the girl he has liked since high school, Verna Wilcox (Leelee Sobieski). In order to kill the boring time on the journey, he bailed out his brother Fuller (Steve Zahn), who was in the police station for drunk driving, and the two brothers traveled all the way. During the journey, Fuller bought a car walkie-talkie and chatted with other drivers. During the period, they caught up with a truck driver nicknamed "Rusty Nail". Fuller suddenly had an idea and instigated his brother to pretend to be a woman and seduce Rusty Nail with a walkie-talkie. For them, this seemed to be a harmless and forgotten joke on the journey. Unexpectedly, they got into trouble with this difficult and terrifying guy. In the following time, Rusty Nail became a nightmare that Lewis, Fuller and Verna could not get rid of...