The film is set in a Bed-Stuy barbershop where customers come to hang out, discuss various issues and maybe get a haircut. The manager, Zack, took over after Joe was killed by a gangster who used the shop as a front for a numbers racket. Zack wants to keep the shop legitimate but the gangster wants to continue the deal he had with Joe.
Lee's classmates Ang Lee and Ernest Dickerson worked on the film as assistant director and cinematographer, respectively. The film was the first student film to be showcased in Lincoln Center's New Directors New Films Festival. Spike's father, Bill Lee, composed the score. The film won a Student Academy Award.