Upon learning that he has to come out of retirement to steal 50 cars in one night to save his brother Kip's life, former car thief Randall "Memphis" Raines enlists help from a few "boost happy" pals to accomplish a seemingly impossible feat. From countless car chases to relentless cops, the high-octane excitement builds as Randall swerves around more than a few roadblocks to keep Kip alive.

Down on his luck and out of money, former R&B star Steve Hightower lands a music teacher gig at an inner-city Chicago school. Showing who's in charge with his unorthodox approach, Steve discovers a new groove at Washington High School.