Two former backup Soul music singers, Louis Hinds (Samuel L. Jackson) and Floyd Henderson (Bernie Mac), who have not spoken to each other in 30 years since their band ended, reluctantly agree to travel across the country together for a reunion concert to honor their recently deceased band member and lead singer, Marcus Hooks (John Legend). Cleo (Sharon Leal), a beautiful young woman in an abusive relationship, accompanies them as a new singer; she is believed at first to be Floyd's daughter but is really Louis’s. A few problems come their way, involving Cleo's wanna-be Gangsta rap boyfriend, Lester (Affion Crockett), Floyd's one-night stand with Rosalee (Jennifer Coolidge), and a lot more, leading up to their big performance at the Apollo Theater. The duo reform a bond that they lost 30 years ago.