Murder at an all night diner, three policemen as different as sunshine and lightning bolts and a beautiful girl make the perfect backdrop for this 1950's set drama. Det. Sgt. Jack Vincennes (Kevin Spacey), Officer Bud White (Russell Crowe) and Det. Lt. Ed Exley (Guy Peirce) all move through the film in an attempt to find out who is killing Mob Boss Mickey Cohen's boys. The three must finally work together with their personality and styles clashing when it appears that the crime spree goes deep within the police department itself. Lynn Bracken (Kim Basinger) provides a perfect and terribly destructive distraction for them all in one way or another and finds herself deep within the drama as well.