Cosmo Vittelli, the proprietor of a sleazy, low-rent Hollywood cabaret, has a real affection for the women who strip in his peepshows and the staff who keep up his dingy establishment. He also has a major gambling problem that has gotten him in trouble before. When Cosmo loses big-time at an underground casino run by mobster Mort, he isn't able to pay up. Mort then offers Cosmo the chance to pay back his debt by knocking off a pesky, Mafia-protected bookie.

Mabel Longhetti, desperate and lonely, is married to a Los Angeles municipal construction worker, Nick. Increasingly unstable, especially in the company of others, she craves happiness, but her extremely volatile behavior convinces Nick that she poses a danger to their family and decides to commit her to an institution for six months. Alone with a trio of kids to raise on his own, he awaits her return, which holds more than a few surprises.