A meek word processor impulsively travels to Manhattan's Soho District to date an attractive but apparently disturbed young woman and finds himself trapped there in a nightmarishly surreal vortex of improbable coincidences and farcical circumstances.

Cheech and Chong portray burglars which appear throughout the film. Although Cheech later makes a cameo in Chong's Far Out, Man, many consider this to be the last film before their break-up.