Billy, the often outrageous but always human extrovert, decides to profit from his loss and persuades Ted, the quiet, respectable introvert schoolteacher, to join him on a summer adventure in Blackpool, where Billy has acquired a job as a comic in a dubious back street club. In an effort to make sense of his past, come to terms with his present and maintain some commitment to his future, Ted agrees.
Ted (Russ Abbot) and his drinking pal Billy (Michael Williams) have arrived for a new life in Blackpool when Billy has a job as a nightclub compere. However, the 'nightclub' has has proved to be more of a strip joint. In the 'club', our heroes become friends with fellow interns Arnie (Michael Angelis), Cilla (Susan Brown) and Roxy (Julie Peasgood). Outside, they arouse the interest of the police.
Billy drags Ted away from the launderette to visit an art gallery. When asked why, Billy says he wants to learn about art! Our heroes arrange to meet up with Cilla & Roxy. Romance may be in the air....
Billy gets a TV producer to come and see his act. Ted and Roxy have a serious conversation. Billy's alcohol intake rises steadily.
Billy gets offered a job by the producer who came to see his act. "Not top billing, but it's a start", he observes. The big question is, will he be sober enough to carry it off?
Billy is in hospital. Will this be the end of his career? Cilla 'phones Ted to let him know, but will Ted & Billy be able to resolve their differences? Billy receive's words of wisdom from his nurse (Kerry Peers).