Kyle Lee Watson is a cocky high school basketball star. Bugaloo (Marlon Wayans) is his loudmouth friend. Flip Johnson (Bernie Mac) is a local homeless guy. Tommy Shepard (Leon) is a high school security guard who secretly used to be a star player. His brother Birdie (Tupac Shakur) is a local drug lord. Shep starts going out with Kyle's mother. Kyle falls under Birdie's influence.

This movie starts with a ridiculous scene. Shep and his friend are playing basketball on the roof of a building. There's no fence. The friend tries to dunk and smash through the backboard falling to his death. The setup is stupid to begin with but it also looks stupid. It takes awhile for the movie to regain its credibility. It helps that there are some good acting going on here. I especially like Leon and Tupac. They are compelling brothers. I really like their story and their chemistry. The rest are solid. I just wish they redo that opening scene.