Wendell gets out of jail and ends up working at Shady Grove, a retirement hotel. He quickly befriends Shady Grove residents Boyd and Skip (Seymour Cassel and Harry Dean Stanton), but the old codgers are only concerned with meeting younger women.
In one funny moment of the film, Boyd tells a young woman, Marianne (Heather Kafka), that he can find her G-spot in five seconds. The young woman stares at him with equal parts disgust and arousal.
Her friend, May (Azura Skye) is quickly captivated by Skip, biting her lip seductively. The man is 50 years her senior, but she's still intrigued.
Meanwhile, our titular hero can't catch a break. Doreen has moved on while he was in prison. She's in a relationship with cocky and childish grocery store owner Dave Bix (Will Ferrell).
Wendell also discovers there's something shady at Shady Grove. Sleazy head nurse Neil King (Owen Wilson) and his aide-de-camp McTeague (Eddie Griffin) are faking the deaths of some of the hardier residents of the retirement home and shipping them off to a run down farm, an elderly slave labor camp, owned by Neil's mother, Wanda (Jo Harvey Allen).
Naturally, Baker, an ex-con, is the perfect patsy for the plan, and King reveals all in an attempt to gain his assistance. Baker, ready to walk the straight and narrow path to win back to his lady love realizes that his only hope is to devise a plan to thwart King's nefarious scheme.
The best moments of this film are generated by Cassel and Stanton. Both are a sheer joy to watch. Their onscreen chemistry is magic.