A documentary looking behind the scenes of Hollywood`s low-budget movie industry. It is a powerful portrait of the fragility of fame and the cost of stardom. B-pictures have long been the spawning ground of today`s and tomorrow`s stars. They started the careers of Jack Nicholson and Sylvester Stallone among many others, as well as now super star directors Francis Ford Coppola, Peter Bogdanovich, Ron Howard and James Cameron. The film examines the evolution of starry-eyed newcomers arriving in Hollywood and discovering the harsh reality of getting into pictures.