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Buddy Chester (Forest Whitaker) and Al Gorky (Jeff Goldblum) are close friends and fellow New York City jazz musicians who scrape by playing studio sessions and night clubs. When Buddy develops a fatal brain tumor, Al decides to put together an all-star jam session as a final farewell. Buddy agrees, but with two stipulations: No one can know he's terminally ill, and Al, who has become lethargic in his personal life and career, must get his act together if he wants to participate.