Aspiring filmmakers Mel Funn, Marty Eggs and Dom Bell go to a financially troubled studio with an idea for a silent movie. In an effort to make the movie more marketable, they attempt to recruit a number of big name stars to appear, while the studio’s creditors attempt to thwart them. The film contains only one word of dialogue, spoken by an unlikely source.

Lewis and Clark, aka The Sunshine Boys, were famous comedians during the vaudeville era, but off-stage they couldn’t stand each other and haven’t spoken in over 20 years of retirement. Willy Clark’s nephew is the producer of a TV variety show that wants to feature the reunion this classic duo. It is up to him to try to get the Sunshine Boys back together again for the show.

A town – where everyone seems to be named Johnson – is in the way of the railroad and, in order to grab their land, Hedley Lemar, a politically connected nasty person, sends in his henchmen to make the town unlivable. After the sheriff is killed, the town demands a new sheriff from the Governor, so Hedley convinces him to send the town the first black sheriff in the west.