The film follows three young men as they are drawn into lives of crime. Nick (Crowley) uses his entry-level corporate job to commit credit card fraud and deals drugs on the side. K-Luv (Mackie) is a member of the "V-Dubs", an African-American street gang. Lincoln (Leung) is a rising figure in the Chinese mafia. Gentrification forces Nick's family to move out of their home in the Mission District into Hunter's Point where they are harassed by the V-Dubs. K-Luv's side business of selling bootleg compact discs leads him to enlist Nick's help to bootleg CDs and to negotiate a truce with Lincoln. Lincoln conducts an affair with his boss' daughter Angela (Carpio), a Stanford student engaged to a medical student classmate.

Felicity Porter, a sensitive and intelligent girl from the San Francisco Bay Area, decides to give up a slot at Stanford University's pre-med program to follow her long time crush to college in New York City. Things get even more complicated when she meets her dorm's resident advisor and they fall in love.