A young hustler tries to get drug money by selling a boy to a middle-aged man; his plans are disrupted when the kid dies.

Actress Myrtle Gordon is a functioning alcoholic who is a few days from the opening night of her latest play, concerning a woman distraught about aging. One night a car kills one of Myrtle's fans who is chasing her limousine in an attempt to get the star's attention. Myrtle internalizes the accident and goes on a spiritual quest, but fails to finds the answers she is after. As opening night inches closer and closer, fragile Myrtle must find a way to make the show go on.

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.