Hard-edged cop John Kimble gets more than he bargained for when he goes undercover as a kindergarten teacher to get the goods on a brutal drug lord while at the same time protecting the man's young son. Pitted against a class of boisterous moppets whose antics try his patience and test his mettle, Kimble may have met his match … in more ways than one.

Detective Klaski investigates the death and mutilation of three men and soon crosses paths with Remy, an entomologist. Soon, he discovers that she is being stalked by a giant shape-shifting insect who is bent on taking over New York.