An old rogue named Wally (Brian Cox) breaks all the rules to fulfil a dear friend's dying wish to be buried at sea. In 48 hours, Wally must manage to snatch his friend's body, raise the cash for a watery ceremony, find a boat, perform the burial at sea, and escape. Along the way he enlists the help of his retirement home roommate, the serious ex-soldier Colonel Hansen (James Fox) as well as that of May (Lauren Bacall), the elegant vamp of the retirement home. As Wally and his partners-in-crime set to achieve their quixotic goal, the story combines the almost impossible with the daringly comical.