The film opens to a young George and his parents Fred (Ray Liotta) and Ermine (Rachel Griffiths). Fred files for bankruptcy and loses everything.

grown-up George (Johnny Depp) moves to Southern California with his friend “Tuna” (Ethan Suplee) and they plan to earn a living by selling marijuana with the help of Barbara Buckley (Franka Potente) who introduces them to her friend/entrepreneur Derek Foreal (Paul Reubens), the main dealer. With Derek’s help, George and Tuna make a lot of money. Kevin Dulli (Max Perlich), a college student back in Boston who is a friend, visits them and tells them of the enormous demand for pot in Boston. With the help of Barbara, an airline stewardess, they start bringing the drugs to Boston.