Suburban girl Megan White (Shoshana Bush) gets into a series of misadventures when she moves to the inner-city and pursues dance. A nerdy street boy named Thomas Uncles (Damon Wayans Jr.) is passionate about street dancing, but he is stuck working for a hungry obese gang lord (David Alan Grier) who only loves food. Megan later befriends Thomas' ghetto sister Charity (Essence Atkins) who has a baby but also poor parenting skills. Charity has her own issues dealing with her dimwitted "baby daddy" (Shawn Wayans) who also is a bad parent. Once Megan and Thomas spend more time together, they become dance partners and begin to fall in love and start dating.