Emil Matasareanu (Oleg Taktarov) and Larry Eugene Phillips Jr. (Andrew Bryniarski) equip themselves with automatic weapons and body armor in order to rob a North Hollywood bank. Hundreds of LAPD officers, led by Detective Frank McGregor (Michael Madsen) and SWAT team member Donnie Anderson (Ron Livingston) find themselves outgunned and unprepared. Despite their numeric advantage, the police are unable to contain the two desperadoes as they shoot up a city block while attempting to make their escape. Police must contend with Emil and Larry's superior firepower and seeming invulnerability, try to protect civilians, and keep the aggressive media at bay. Eventually, they are forced to commandeer a nearby sporting goods store to obtain the weapons they need to bring the 44 minute shootout to an end.