Miserable family man George Dupler (Gene Hackman) can't take much more. He's not terribly fond of his wife (Diane Ladd) or his son (Dennis Quaid). The last straw comes when he's denied a promotion and demoted to night manager at the drugstore. Surrounded by oddball clientele and hoping to add some spice to his miserable life, George begins an affair with a younger woman (Barbra Streisand) who, as it turns out, happens to have dated George's son.