The quiet, simple family lives of Gus, Harry and Archie (John Cassavetes, Ben Gazzara, Peter Falk) are shattered when their best friend, Stuart, has a heart attack and dies suddenly. Now facing their mortality, the three men fall into their own midlife crises. First by spending their days playing basketball and nights drinking, and eventually by ditching their families altogether for a sudden getaway to London, where they face the temptation to cheat on their wives for the first time.