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Combining performance footage of Tom Waits and his band with dramatic set pieces, this unique concert film showcases Waits' many talents.

Waits plays a number of different characters in short vignettes, such as a ticket taker and a lighting operator. These scenes also incorporate Waits performing songs, which are taken mostly from his "Frank" albums. As the film moves across different areas of the theater, Waits also performs a series of monologues, demonstrating adept showmanship.