Nick Wells (Robert De Niro) is ready to retire from crime. He'll settle down with his girlfriend, Diane (Angela Bassett), and focus on running his legitimate business: a Montreal Jazz club. But Max (Marlon Brando), his fence, friend and financial partner, has other plans for him. Persuading Nick to violate two of his most important rules - always work alone and never operate in the city where you live - Max teams him up with Jack Teller (Edward Norton). A young, aggressive, talented thief, Jack needs Nick's safe-cracking talents to make his first big score: a prize worth millions locked behind the walls of Montreal's Customs House. It's a volatile combination in which egos clash and sparks fly, but the thrill of the heist has a grip on all three men, who won't give up no matter what the risk.