Adam, a lonely young actor living in New York, finding his relationship with his girlfriend Kayla deteriorating, trys to kill himself. However a chance confrontation on the street leads to an unlikely friendship with a homeless tramp, David, who's positive and enlightened views on the world begin to have an effect on Adam. But all is not what it appears with David, and an increasingly aggressive Adam spirals deeper into a confused psychological haze, pushing his girlfriend even further away.