The film begins on March 8,1997 in L.A. with a party playing the popular song Hypnotize (The Notorious B.I.G. song)|Hypnotize. Biggie is seen sitting at his chair smoking a cigar, as dancers, including Faith Evans and Puff Daddy dance. Biggie, Puff Daddy, and his other friends are driving. They stop at a red light and while the guys are flirting with the girls outside. A black Chevy Impala pulls up and fires several shots at Biggie.
The film then flashes back through many scenes all the way to 1983 showing Biggie as a kid. Biggie writes several songs, as he's made fun of by some school girls. Soon Biggie's mother, Voletta Wallace comes back to face with Biggie's father, who left when he was a child. There's a fight that Biggie witnesses and continues to listen to his music. Biggie soon starts "hustling" and being involved with drugs.
Then in 1990, when Biggie is seventeen, he and his friend D-Roc (Dennis L.A. White) start to hustle with friend Lil Cease. Biggie wins a rap compeition on the streets and sees a beautiful girl named Lil Kim. After leaving the battle Voletta becomes aware of Biggie's drug dealing and kicks him out onto the street, where he finds his own place and starts getting money.
Biggie finds himself in prison for 2 or 3 years.He is then released from prison and he goes to see Janet, his girlfriend and their new daughter. Biggie's mom has forgiven him for what he has done. After making up with his mother he goes to find D-Roc and Lil Cease and other friends and records a demo called "Microphone Murder."
Biggie soon meets Puff Daddy, an ambitious producer for Uptown Records. Puff Daddy promises Biggie that he'll become a millionaire and that a record deal is right around the corner for him. Also, Biggie meets up with Lil Kim and begins a relationship.
A few days later Biggie meets up with D-Roc and is caught with drugs by a nearby cop. Two police cars chase after Biggie and D-Roc. As they run Biggie throws his pistol into a nearby bush. Eventually they both get caught and are interviewed by a cop, who says that one of them must go away for carrying an illegal firearm. D-Roc takes the fall saying that Biggie has a chance in the rap game and if someone like him can make it then they can all make it.
Puff Daddy soon reveals to Biggie that he got fired, but tells Biggie that some time soon he'll get a record deal. Later, Voletta reveals she has breast cancer and Biggie struggles with his life all around him. As the days go by Puff Daddy begins his own record label, Bad Boy Records.
Biggie starts recording songs for his new album after he gets paid his first check by Puff Daddy after a small party. Biggie records for his first album. He gets down his supposed first single, but Puff Daddy refuses saying there's another track that Biggie can record. The track is called Juicy (The Notorious B.I.G. song)|Juicy. Biggie's friend laugh at it, but Biggie eventually records the first single and they actually enjoy it.
At a photoshoot Biggie meets Faith Evans. They begin a relationship, even though Faith Evans has a kid named China. Then they get married 9 days later. Meanwhile, Biggie continues to ignore his relationship with Janet and their child together.
Biggie begins a friendship with Tupac Shakur, who is already a big rapper and music star. Biggie celebrates for his album Ready To Die with Tupac and actually looks up at him. Ready To Die does amazing for fans. As this goes on Janet visit Faith Evans and ask her is Biggie is home and to tell him that to visit his daughter once in a while. And Faith is disappointed that Biggie hasn't seen his kid. Driven by this Faith Evans goes to check on Biggie and sees him with another woman. Faith Evans punches the girl and leaves Biggie in disgust.
Biggie goes to the studio to find Puff Daddy and Faith Evans recording. Faith forgives Biggie and they make up. As this continues, tensions between Biggie, Faith and Lil Kim continue to grow.
Things change suddenly when Tupac is shot in Quad Studios and full blaims it on Puff Daddy, Biggie and Bad Boy Records. At The Source Awards in 1995, Death Row Records' Suge Knight makes a speech dissing Puff Daddy and Bad Boy Records, claiming Death Row is the place to be. Soon the disagreement has escalated into a east vs west beef and attacks are made on both sides. The friendship between Biggie and Tupac is crushed. Tupac meets up with Biggie and verbally fights him, but decides to leave when Biggie's security pulls out a pistol. This whole thing is bringing down Biggie and making him clueless about what to do next.
A track is leaked called "Who Shot Ya?" which claims to diss Tupac. The streets heat up and continue to pick sides. Biggie and Puff claim that Who Shot Ya? was recorded before any of this happened, but Suge Knight and Tupac claim otherwise.
Biggie is walking out of his house one day to see Lil Cease with a magazine with Tupac and Faith Evans hugging each other. Biggie becomes a completely different person as he interrupts an interview with Faith Evans and a local news station and starts to run after Faith, until she hides from Biggie and Biggie is forced to go away by one of his managers, Mark.
Biggie soon meets up with Faith, who is packing ready to leave. Faith says that Tupac and her met at the House of Blues and simply took a picture. Biggie tries to make Faith laugh, but it isn't enough and tensions grow between them.
Fights continue, until in 1996 Tupac is shot in Las Vegas with Suge Knight in the car with him. Tupac dies and is seen in the papers by Biggie and Lil Cease. Biggie calls his mother, Voletta to consult. Voletta claims that Tupac's mother is brave and says that he probably died because of their arguements.
Biggie has trouble handling with Tupac's death. He didn't expect it and no one did. On top of everything he has relationship problems with Faith Evans, Janet and Lil Kim. Biggie starts to clean everything up by meeting with Janet and his first kid more and more often.
Biggie and Lil Cease are driving one day when they crash in the car, forcing Biggie to have a cane for the rest of his life. While in hospital, Biggie is met by D-Roc, who has just been released from prison. Biggie, D-Roc and Lil Cease all reunite as Biggie decides to go to LA to promote for his upcoming album Life After Death.
Biggie, Lil Cease, D-Roc, Puff Daddy and Faith Evans all go to Los Angeles for promotion. Biggie gets death threats on Lil Cease's phone several times. That night Biggie is in the back of an award show and complains about the size of his shoes. Puff Daddy calms him down. Biggie reveals that Faith Evans is pregnant with a boy, CJ.
Before leaving Biggie calls Lil' Kim and appologizes and tells her he would like to talk when he gets back, Biggie then leaves the award show in an SUV, with Puff Daddy in the other van. At an intersection another car pulls up and fires into their vehical. Biggie is shot several times and is mortally injured. A few days later Voletta, Puff Daddy, Lil Cease, D-Roc, Lil' Kim, Faith Evans and others all grieve over the death of Biggie at the funeral. In a black limo Voletta leaves. Fans everywhere are shouting. As Voletta leaves she hears her boy's voice. Overwhelmed with the bittersweet moment she sees hears a nearby boy is playing B.I.G.'s debut single "Juicy". This is so sad I want to cry to my mommy.