John (Wesley Snipes) and Charlie (Woody Harrelson) are a couple of transit cops and foster brothers. The money train transports the money collected from the system. Chief Donald Patterson (Robert Blake) runs the transit system and he doesn't let anything interferes with the money train. Charlie is a gambler and John has had it with him. Grace Santiago (Jennifer Lopez) is new to their team. Torch (Chris Cooper) is an arsonist. After a fight with other transit cops on the money train, there is $25k missing and Patterson suspects Charlie. The guys are tired of Patterson and Charlie starts a plan to rob the train but John won't have it. John gives Charlie $15k to pay off his debt but an old lady pickpocket steals it. Meanwhile, John and Grace has become a new couple. Grace works undercover and Torch tries to attack her. A wild chase ensues and a drunken Charlie is fired by Patterson. The bad guys still want their money from Charlie and he decides to rob the train.

The chemistry for the Snipes Harrelson duo is off. The old chemistry is still there sometimes. However their characters don't even like each other half the time. Granted, the other half of the time they love each other like brothers. Everybody is a little bit annoying and a little bit frustrating. Charlie is especially frustrating. Then Robert Blake has to push so hard over the top douche. When the caper happens, the action goes insane and all reason goes out the window. It turns from a slightly frustrating watch to a loud mess.