An unhappy young couple visit the infamous Kellogg spa in Battle Creek, Michigan while a young hustler tries get into the breakfast-cereal business and compete against John Kellogg's corn flakes.
A mad scientist unleashes his master plan: to transform himself into a mutated walking catfish, and gain revenge on those who have spurned him. His plans go wrong, and he becomes tempted to kidnap a nubile young woman to similarly transform her so that he can breed.
Based on the true story of Bill W. (James Woods), a successful stock broker whose life falls apart after the stock crash of the 20's and how he comes to grips with his alcoholism. Along with a fellow alcoholic (James Garner) he forms a support group that would eventually become Alcoholics Anonymous.