It's the fall of 1999 in the New Jersey suburbs, and Will and Joel are fortyish, friends since school. Will is a successful, tired, salesman with a mortgage, a pretty wife and 2 kids. Joel lives with his mother and works at a sandwich shop. Will feels sorry for Joel and Joel feels sorry for Will. But their twenty-fifth high school reunion will change both their lives in ways neither has dreamed of. One facing death, the other facing life for the the first time . . .