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RJ (Bruce Willis) is a raccoon, specialist on finding and stealing food, as every raccoon in the world. During a night, RJ tries to steal all the food reserves of Vincent (Nick Nolte), a big bear, but the raccoon's ambition makes that all the food loot get lost. Vincent warns RJ that he'll should put back all his food when full moon comes, otherwise he will regret having steal the food. Meanwhile, a group of animals headed by a cautious turtle, Verne (Garry Shandling), is worried because spring has come and there's not enough food for everyone. Verne tells that they will be fine eating plants and some bark. Later, they find that their wood has a frontier, formed by a giant bush. They're scared of crossing to the other side, where the suburbs exist. But RJ comes to the scene, telling that there's no danger in the suburbs, and that they will find all the food they want there. Nevertheless, Verne will distrust in RJ, because he thinks that there's something suspicious about him, trying to convince the group that natural food is better than junk human food. Verne won't be wrong, because RJ is only using them to get the food for Vincent. A pair of opossums, a family of porcupines, a nervous squirrel and a female skunk, will plan a risky theft to a house, drawing a lot of obstacles, like a silly exterminator, a cat and the neurotic house owner.