When the once-promising actor Tom Green returns to Hollywood after serving a prison sentence, he has only two hundred dollars in his pocket and virtually no prospects. By chance, he meets two acting colleagues who, like himself, have known better days: the sixty-year-old Jimmy Kage, and the seventy-year-old Oscar Award winner Floyd Benson who is now earning his living installing burglar alarms. During a nocturnal pub crawl, the three men come across a horribly mutilated corpse whom one of them knows. Floyd Benson suspects that the death of Tino, the petty gangster, has something to do with the Mafia and huge sums of money. The three likeable Losers plan the coup of their lives – which involves acting in all seriousness, this time without textbook or camera.