Actor Stanley Tucci made his directorial debut with a strong cast in this Depression Era farce focusing on two struggling two New York actors. In opening scenes, Maurice (Oliver Platt) and Arthur (Tucci) fabricate a fake fight at an outdoor cafe, do acting exercises, audition for a theater director (Woody Allen in an uncredited cameo), stage a pastry shop argument (to get food), and watch over-the-top, Barrymoresque actor Jeremy Burtom (Alfred Molina) on Broadway in Hamlet. Later, Burtom overhears himself insulted by a drunken Maurice and gives chase, forcing Arthur and Maurice to hide in a box. When they awaken, the box has been moved onto a luxury liner bound for France. To evade Burtom, they pose as stewards, meeting passengers and crew members: Staff director Meistrich (Campbell Scott) fancies head stewardess Lily (Lili Taylor), who goes for ship detective Marco (Matt McGrath). Others on board include Greek wrestling enthusiast Sparks (Billy Connelly); a former European queen (Isabella Rossellini); a suicidal lounge vocalist (Steve Buscemi); and a revolutionary (Tony Shalhoub) planning to bomb the liner. Shown in the Certain Regard section at the 1998 Cannes Film Festival.