Les (Steve Buscemi), a small-time paparazzi desperate to make it big, befriends Toby (Michael Pitt), a young homeless man with no direction except a vague desire to become an actor. When by chance Toby becomes romantically involved with a celebrity pop star (Alison Lohman), Les grows jealous and creates a devilish scheme to take down his former apprentice in this wickedly fun comedy.