Albany, New York, Halloween, 1938. Helen Archer and francis Phelan have been all bums, back in their arrival city. She was a singer on the radio, he also a significant league pitcher. Death surrounds themshe's ill, and a pal has cancer, so he also and the tomb of his baby son whom he fell digs on graves and visit. Dreams of his past haunt him, including ghosts of 2 men he killed. Drinking smoking, Helen attempts to sing in a pub , that night. Fran and a grandson and his wife and children visit also meet next day. He can stay, but decides it isn't because of him. Helen finds an hotel and also gets their things. Assessing dereliction and their mistakes, the film explores their code of fairness and loyalty.