Mentally retarded Philly Wohl, in his late sixties, lives in a group home in Queens, New York. He takes classes, maintains relationships, is beloved by friends and family, travels to Los Angeles for a visit with his cousin Ira, and prepares for a rite of passage: his Bar Mitzvah. His older sister Fran is a consistent, wise, and loving presence in his life.

In this documentary, the director follows the day-to-day activities of his retarded, middle-aged cousin Philly, over a three-year period.