George Kuffs didn't finish high-school, just lost his job, and his college-age girlfriend is pregnant. To top it off, George's brother Brad is killed and George inherits Brad's "patrol special" privatized police district and all the problems that come with it.

Three manic idiots—a lawyer, a cab driver and a handyman—team up to run a ballet company to fulfil the will of a millionaire. Stooge-like antics result as the trio try to outwit the rich widow and her scheming big-shot lawyer, who also wants to run the ballet.