An aging hippie and rock-fanatic-turned-stand-up-comic who calls himself "the Captain" convinces a couple of novice filmmakers to help him record his "pure thoughts"--a filmic testament of his experiences and observations of the past three decades. What follows is a series of wildly complex, sardonic anecdotes and theories about rock 'n' roll, hero-worship, hallucinations, drugs, madness, paranoia, rebellion, nuclear dread and the search for individual integrity in a world on the brink of cultural and physical destruction, as the Captian leads us through the streets, back alleys and vacant lots of WIndsor and Detroit. As the monologues become more involved and the relationship between them becomes clearer, the Captain's behavior becomes increasingly confused and erratic as he moves from casual observer to casuality.