Middle-aged suburban husband Richard abruptly tells his wife, Maria, that he wants a divorce. As Richard takes up with a younger woman, Maria enjoys a night on the town with her friends and meets a younger man. As the couple and those around them confront a seemingly futile search for what they've lost -- love, excitement, passion -- this classic American independent film explores themes of aging and alienation.

Depressed and jaded after being dumped by her married boyfriend, aging beauty Minnie Moore wonders if she'll ever find love. After shaggy-haired parking lot attendant Seymour Moskowitz comes to her defense from an angry and rebuffed blind date, he falls hopelessly in love with her despite their myriad differences. Minnie reluctantly agrees to a date with Moskowitz, and, slowly but surely, an unlikely romance blossoms between the two.

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.

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.