Mrs. Fat is slowly succumbing to cancer, and her biggest worry is her only child, the 30-year-old, mentally disabled Bee.

Mrs. Fat is slowly succumbing to cancer, but her biggest worry is her only child, the 30-year-old Bee. Possessing the mind of a toddler but the hormonal urges of a sexually aroused rhino, Bee finds himself in trouble with the gangster boyfriend of his neighbor May. After the thug is killed for stealing some heroin, the pregnant May becomes severely disabled -- and after Bee's real mother dies, the surrogate mother for her new friend.