Set in Butterface Fields – small town USA – it’s the kind of place where everybody knows your name and what you ate for breakfast. For its residents life is simple, relaxed and easy- going until Andy Sargentee (Jeff Bridges), one of Butterface’s more avant-garde residents, comes up with a ‘get rich quick’ plan. Realising that sex sells, Andy enlists the help of his friends to make a ‘porno’ movie – Barney (Tim Blake Nelson), Helen (Glenne Headly), Emmett (Patrick Fugit), Some Idiot (Joe Pantoliano), Otis (William Fichtner) and Moose (Ted Danson), who to his friends is obviously gay but spends most of his time boasting about his female conquests. Andy is a man at the end of his rope! As a result of his divorce and lack of employment, Andy spends most of his spare time in his neighbourhood bar hanging out with his equally aimless buddies. Andy see’s the porno movie industry as a way out of the mire that has become life! But, most importantly Andy wants to be able to “hold his head high” and be able to provide for his son Billy (Alex D Linz) who now lives with ex-wife Thelma (Jeanne Tripplehorne) and her sickeningly wealthy new husband.