Pop star Mariah Carey plays Billie Frank, a shy, young mixed-race girl who is sent away by her alcoholic mother at a very early age. At an orphanage, she befriends Louise (Da Brat) and Roxanne (Tia Texada). Flash forward to 1983. Billie and her friends are spotted by a record producer, Timothy Walker (Terrence Howard), who wants them to sing backup for his latest pop-music discovery. But when super DJ Dice (Max Beesley) hears Billie's incredible voice, he makes a shady deal with Timothy to get her out of that dead-end situation. Soon, Billie and Dice are making hits inside the studio, and falling in love outside of it. Eventually, the pressure of her newfound celebrity puts too heavy a strain on Billie, forcing her to decide what it is she really wants from Dice, and what she wants for herself.