Gracie Hart (SANDRA BULLOCK) is a field agent for the FBI, but her public fame of previously having gone undercover in a beauty pageant means that her cover is blown whenever she's on a case. Accordingly and much to her dismay, her superior, Agent McDonald (ERNIE HUDSON), informs her that her new assignment is to be the positive face of the FBI.
While off doing a book signing, Gracie learns that her beauty pageant friend Cheryl Frazier (HEATHER BURNS) -- the current Miss United States -- and the pageant's emcee, Stan Fields (WILLIAM SHATNER), have been kidnapped. The perpetrators are brothers Karl (NICK OFFERMAN) and Lou Steele (ABRAHAM BENRUBI) who've nabbed Stan for outstanding gambling debts owed to another man. When they hear that man's plans to ransom Cheryl for millions, the brothers scare off their boss and keep the two hostages for themselves.
Accompanied by her new makeover man Joel (DIEDRICH BADER) and his hair and makeup team of Pam (LESLIE GROSSMAN) and Janine (LUSIA STRUS), Gracie heads off for Vegas to do PR work on this latest case. There, she meets Agent Walter Collins (TREAT WILLIAMS) who's in charge of the local office, and is assigned to work with green agent Jeff Foreman (ENRIQUE MURCIANO) whose girlfriend, Janet (ELISABETH RÖHM), also works for the agency. Also along with Gracie is bitter field agent Sam Fuller (REGINA KING) who has a problem with authority and anger management issues, and doesn't like Gracie or the fact that she's been assigned as her bodyguard.
Frustrated by being relegated to doing PR work rather than actually trying to solve the case involving her pageant friends, Gracie disobeys orders as she tries to figure out who the kidnappers are, why they nabbed Cheryl and Stan, and how to save them.