Hank Rafferty (STEVE ZAHN) is a cop whose partner, Charlie Reed (TIMOTHY BUSFIELD), has just been killed in the line of duty by Nash (ERIC ROBERTS) and his band of warehouse thieves. Hank wants to work the homicide case, but his bosses, Detective Frank McDuff (COLM FEORE) and Lieutenant Washington (BILL DUKE), won't let him.
Meanwhile, Earl Montgomery (MARTIN LAWRENCE) is a cop wannabe whose unorthodox style has just gotten him thrown out of the LAPD academy. The two meet when Hank spots him and believes he's breaking into a car. As Earl angrily tries to explain that the car is his and Hank gets more irritated with him, a large bumblebee enters the picture. Earl freaks out since he's highly allergic and Hank tries to hit it with his baton.
As captured from a distance on videotape, however, the partially obscured shot makes it look like Hank's using police brutality on Earl. As a result and not wanting any increasing protests, McDuff and Washington suspend Hank, resulting in his girlfriend, Denise (ROBINNE LEE), dumping him. It all comes to a head when Hank is convicted of the crime and sent to prison.
Six months later, Hank is released and gets a job as a security guard. Working after hours as his own detective, he stumbles across Nash and his goons in another break-in and sets out to stop them. Since they're robbing the place that Earl, also a security guard, is supposed to be protecting, the two men unwillingly form an unlikely alliance. With the confrontational sparks flying between them, they then set out to find and capture Nash and the others.