Jerry (Reed Birney), a quiet and dispirited middle-aged gay actor, works as a standby for the hit off-Broadway show, The Con Artiste!  Facing financial woes, loneliness, and questioning his art, he spends the day in rehearsal with a flirty young actor, the stage manager, and his bored fellow-understudies.

At curtain time, when the lead actor calls in sick, Jerry is thrust into the star's dressing room and a whirlwind of last minute preparations: makeup, costumes, and quick notes from Glenna (Kelly Bishop), the leading lady.

The curtain rises and, on cue, he walks onstage into the blazing lights to face not only an expectant audience, but also the possibility of a personal and artistic triumph — or failure.