Whittier Smith (Anne Judson-Yager) arrives at the fictional California State College hoping to join the national champion varsity cheerleading team. She meets up with her friend from cheerleading camp, Monica (Faune Chambers), and they're both impressive at the tryouts. Head cheerleader Tina (Bree Turner) is ready to ask them to join the team, but Greg (Bryce Johnson) goes a step further, telling Tina that Whittier will be the next head cheerleader. This angers Tina's pal Marni (Bethany Joy Lenz), who had the position staked out, but at the urging of Dean Sebastian (Kevin Cooney), Tina goes along with the plan, taking Whittier under her wing.
Meanwhile, Whittier meets Derek (Richard Lee Jackson), a campus D.J. who immediately takes a shine to her. But Tina is very demanding and controlling. She warns Whittier that Derek is not the type of boy she should be dating. Monica is bothered by Tina's meddling, but Whittier momentarily lets her cheerleading ambition get the better of her, and breaks it off with Derek.
Tina, upset with Monica's sassy attitude, forces Whittier to choose between her friendship and the squad. Whittier and Monica get fed up and quit the team, but Whittier's school spirit cannot be suppressed. With Monica's help, she gathers up the outcasts from the drama club, the dance club, and other groups that have lost their funding and forms a ragtag squad of her own, determined to battle the varsity squad for a spot at the national championship.
The two teams end up competing for the spot at nationals, with Whittier's squad ultimately winning. Afterward Whittier offers Tina a spot on her squad, which Tina refuses but ends up wanting. The film ends with Tina sucking up to Whittier and Monica, deciding she wants to be on their squad after all.