 An L.A. artist (Mark Ruffalo) with everything seemingly going for him suddenly finds a change in his life when an art curator cancels his upcoming one-man show. His model girl friend (Anne Marie Johnson) immediately leaves him. Forced to move back to his old job at a pizza parlor and into a rundown tenement where a number of oddballs wander the hall including a lonely middle aged woman (Mary Coleston) who makes spam casseroles for all the bachelors, a daffy prostitute (Krystina Carson), and a Spanish Don Juan (Manual Cabra) who wanders the halls in his bathrobe. Then a young Colorado woman (Beth Ulrich) moves across the hall and things look up, until he learns that she has a total backwoods quality that he doesn t know how to handle. When he dumps her, the whole building turns on him.