Wareen Schmidt (Jack Nicholson) has arrived at several of life's crossroads all at the same time. To begin with, he is retiring from a lifetime of service as an actuary for Woodmen of the World Insurance Company, and he feels utterly adrift. Furthermore, his only daughter Jeannie (Hope Davis) is about to marry a boob. And his wife Helen (June Squibb) dies suddenly after 42 years of marriage. With no job, no wife, and no family, Warren is desperate to find something meaningful in his thoroughly unimpressive life. He sets out on journey of self-discovery, exploring his roots across Nebraska in the 35-foot motor home in which he planned to drive around the country with his late wife.