Asking to leave a school bus, Cliff, a young teenager, collapses and dies in the snow near the roadside. His math teacher is asked to notify the parents and then write a short obituary. Although he barely knew him, his teacher is intent on unraveling the mystery of the untimely death.

The multi-media misadventures of a mismatched pair of buddies, "Downer" and Nash, one in search of his long lost father, the other in search of the ultimate sexual video game competition. What their odyssey leads them to are some far-out encounters with a demented midget, a transsexual nun, a drunken lunatic, a rabbi landlady and a sex starved beach bunny.