Flashback to two weeks earlier, Owen is a very unhappy and lonely 12-year-old child, who is neglected by his divorcing parents (who no longer live together) and continually harassed by bullies at his school. While peering at neighbors from his bedroom window with a telescope, he notices a girl named Abby and a man who appears to be her father moving in next door. Abby reluctantly becomes Owen's friend after telling him that they can't be friends, but won't tell him why. Abby and Owen grow closer and closer, hanging out late at night and developing feelings for one another. Abby claims and appears to be 12-years-old. During school Owen writes down the Morse code alphabet for he and Abby to use to communicate to each other through their walls. He encounters the bullies in the bathroom between classes, and Jimmy (the main bully) scars his face with an antenna rod he carries around with him. Owen meets Abby later that night and gives her and explains the system of Morse code. Abby then notices his band aid covering his cut and tells Owen he needs to hit back, and she will help him if needed. Owen scoffs and says that she's just a girl, but Abby assures him that she is stronger than she looks.
Meanwhile, Abby's Father/Protector periodically goes out at night to kill local residents so that he can bring their blood back to Abby, as blood is the only thing she can survive on. His first attempt is successful in getting a victim at a gas station, and stringing him upside down in the snowy woods, but when he is collecting the blood, his leg falls through thin ice and spills all the blood. In a panic from an oncoming car, he flees the scene, returning home to Abby with nothing. Abby, furious that he returns empty handed, goes outside and tricks a neighbor jogging by pretending to be hurt and kills him for blood. She quickly snaps his neck after biting him. On the other hand, Abby continues developing her emotional relationship with Owen by using his Morse code to communicate with him by tapping on the wall from her apartment: we see that Abby rudely tells her Protector to get out of the living room and leave her alone, so that she can use the wall to send the coded messages to Owen in privacy. The Father/Protector meekly cooperates and goes to another room, and we see that Abby has considerable power over her Protector and that she can be demanding. At some point, the Father/Protector asks Abby to stop talking to Owen, and his behavior reveals signs of jealousy that they may have more of a relationship than fully expained, but Abby gently touches his face, alleviating his fears of abandonment, but not expressly telling him that she will not see Owen anymore. He Acts taken aback by this, slamming his tools into his bag. One night The Protector goes out and picks a car at the local high school that he can hide in until the owner returns, although when the owner returns a friend is with him which complicates matters. They stop at a gas station and when the passenger notices The Protector in the backseat, the passenger is attacked and killed, but not before The Protector attempts to drive away and rolls down an embankment on the side of the road. Fearing that his identity will be discovered, The Protector douses his face with acid so that his connection to Abby will not be discovered by the police. The Protector is taken to the hospital with a police officer posted outside his room, and when Abby hears on the news that he is there, she goes to visit him by climbing up the side of the hospital wall outside his window. Abby is stricken with grief over what happened to The Protector and to put him out of his misery, Abby kills him by sucking his blood after The Protector implores her to do so, and he falls out the window to his death.
Abby is traumatized and confused by the loss of her Protector. She goes to Owens bedroom window and while he is asleep, she asks him if she can come in. Owen allows her into his room, and he asks her to go steady and be his girlfriend. She rejects him first, but when Owen tells her that nothing will change between them, she accepts. As the friendship between the Owen and Abby deepens, the police detective gradually learns of The Protector's past and how his connection to Abby. The next day on a field trip at school, Owen stands up to Jimmy and hits him with a pole in the head, splitting his ear badly. When Owen tells Abby about his encounter that night, Abby leans down and kisses him lightly on the cheek. He then takes her down to an abandoned area of the complex as a surprise. Owen is certain the adults have no idea about it. He wants to surprise her and implores that she closes her eyes, he cuts his finger to make a blood pact with her. Abby is taken aback by the blood falling to the ground from his finger and drops to the ground to lick up his blood. She looks up and Owen is able to see her true vampiric face, not wanting to attack Owen. Abby runs from Owen and attacks a woman in the complex park named Virginia. Abby bites Virginia's neck and tries to drink her blood, but shes pushed and chased off by Virginia's boyfriend, Larry.
Owen comes to terms that Abby is a vampire, and still likes her the same, as she is able to provide the affection he could not find in the human society. He goes to her apartment and stays the night there. As Owen looks through Abby's belongings, it becomes clear from the ancient photos that the middle-aged man who was protecting her was not her father, but that many years ago, he once was a young man who became her friend. At the hospital the next morning, the police detective learns from Larry that the girl who attacked Virginia in the complex matches the description of Abby. A few seconds later, Virginia, unaware she is a vampire now, begins to feed on the Blood in her arm from her IV. She bursts into flames when a nurse opens the blinds in the morning daylight, burning them both alive. The police detective heads to The Protector's and Abby's apartment and busts down the door, unaware that Owen is there. The police detective finds Abby in the bathroom and tries to shine the daylight to see, but Owen stops him and gets his attention. Abby then awakens and kills the police detective in the bathroom, he reaches his hand out to Owen for help but Owen simply closes the door in shock. Abby afterward embraces Owen softly, and he leans into her hold. She lightly kisses him on the lips. Abby tells Owen she needs to leave the town and start over somewhere else. Owen is devastated at the loss of her and cries looking out the window periodically, after watching her enter a cab and pull away.
At school during gym class, Owen's teacher tells Owen he will be swimming that day, and is shown to tutor Owen how to breathe properly while swimming. Jimmy, his friends, and his older brother, start a fire outside to distract the teacher. Once the teacher is gone, the bullies turn out the lights and clear out the swimming pool. Owen realizes what is happening, and runs to his locker. He pulls out a very small knife, which he uses to defend himself against the bullies, but it doesn't work. Jimmy proceeds to threaten Owens' life. The boy tells Owen that if he can survive underwater for three minutes, then all he'll do is to cut Owen's cheek, if he can't, then Owen will have one of his eyes cut out. Owen is held underwater by Jimmy's brother and struggles to hold his breath. A minute goes by and Jimmy believes Owen has learned his lesson, and encourages his brother to stop, but is pushed back by his brother. This time Owen is facing death by drowning, but he notices something happening above the water, when suddenly blood starts to fill the pool, followed by screams and the head of Jimmy's brother. Owen pulls himself to the surface and sees blood and body parts of the bullies thrown around the pool: Abby has returned to save him as she promised.
Sometime later, Owen is on a train, getting his ticket punched. The ticket checker looks down at Owen's feet and notices a large chest and asks if it is his. Owen replies it is and the man moves on. Then from the chest comes k-i-s-s tapped out in Morse Code, which Owen gently taps back.
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