The story, told in flashbacks, concerns a middle-aged tennis bum (Franciosa) who shares a beach house with Sarrazin and Denver. Their carefree life becomes complicated, and later turns tragic, after they become involved with a mysterious young woman (Bisset) and a biker gang.

The San Francisco rock and roll band Moby Grape contributed to the soundtrack, and appeared, credited, in the film, performing the song "Never Again" in a Sunset Strip nightclub called the Tarantula. Other famous Sunset Strip locations include Gazzarri's and Scandia, as well as location filming in Malibu, according to reviews of the film.