As the film opens, a child pornography shoot is disrupted when its young star Michelle (Cheshire) refuses to perform. The man who recruited her, pedophile Howard "Howie" Nichols (Masur), attempts to reason with director Dennis (Hayward), claiming he "just needs a few days" (in order for Michelle to have an abortion, as Howard had gotten her pregnant). However, Dennis has already made up his mind to dump Michelle and gives Howard an ultimatum: find a more cooperative young "star" or he'll blow the whistle on the operation and disappear, leaving Howard to take the rap. Faced with this threat, Howard agrees to begin searching for a new girl to take Michelle's place. 12-year-old Jennifer Phillips (Hill), a recent elementary school graduate and aspiring gymnast, fits the mold perfectly. She was voted "Most Shy" in her class, her father was recently killed in a robbery of his catering truck, she feels unable to communicate with her mother Sherry (Dillon), and she cannot accept her mother's new boyfriend (who was also her father's co-worker), Frank Dawson (Cox).