When the boyfriend of a woman (Blige) is unjustly placed in prison, her son (Q-Tip) rebels against the system. The mother goes crazy, and is institutionalized, leaving her son in a foster home. While in foster care, he meets up with another foster kid and a school teacher (Costello). The two kids are at each other's throats, a fight ensues and the son lands up in prison.
There, he learns to draw to express his emotions by drawing.