Willy Conway, while in the middle of a semi mid-life crises, returns to his home town to stay with his dad and brother in order to attend his 10 year class reunion. He reunites with three of his old high school cronies and they all begin to reminisce about the old days and all of the "beautiful girls" that have come and gone in their lives. Each has visions of the grass being greener on the other side of the hill, but in the end they all realize that they pretty much have exactly what they want and need in their current lives.