Billie Frank (played by Sherilyn Fenn) is an unemployed alcoholic actress who used to be a star of her time, but now she is exhausted. With the help of his mother Trudy Frank (played by Lynn Redgrave), Billy tries to clean up the mess and move on. Billy meets Dave Palely (played by Jonathan Penner) who lives in her apartment building and is also an alcoholic. The program is based on their relationship and all other members of the Anonymous Alcoholics Anonymous.