Clay is a young man in a small town who witnesses his friend kill himself because of the on-going affair that Clay was having with the man's wife. Feeling guilty, Clay now resists the widow when she presses him to continue with their sexual affairs. Clay befriends a troubling serial killer.
Florida party girl Rex (Roberts) turns out to be the only hope for the NASA space program after a fluke puts her in training with other candidates who may have better resumes, but don't have her smarts, heart and moxie.