It is December 31, 1982, and the Saturn Theater is preparing for its big New Year's Eve concert under the direction of owner and master showman Max Wolfe (Allen Garfield, credited as Allen Goorwitz), who has operated the Saturn since 1968. Assisting Max are stage manager Neil Allen (Daniel Stern), and visiting former stage manager Willy Loman (Gail Edwards). Also caught up in the wild activity is beleaguered stagehand Joey (Dan Frischman), temperamental lighting director Violetta (Mary Woronov), and Neil's younger sister Susie (Stacey Nelkin).
Max Wolfe holds a 30-year lease to the theater, but reptilian concert promoter Colin Beverly (Ed Begley, Jr.) has other ideas. Beverly offers to buy Max out of his lease with what seems to be a generous deal at Beverly's concert auditorium and stadium, but Max refuses, ultimately becoming so incensed that he collapses of an apparent heart attack. Outside, Max's ingratiating nephew Sammy (Miles Chapin) informs Beverly that he stands to inherit the theater from his uncle, and Beverly offers Sammy the same deal he offered Maxâif Sammy can get Max's signature on an agreement to transfer the Saturn's lease before midnight.
The various performers for the show are introduced:

Captain Cloud (the Turtles' Howard Kaylan) and the Rainbow Telegraph--Max Wolfe's favorite band and a spoof of Strawberry Alarm Clock--arriving in an aging bus that is painted Ã  la the Merry Pranksters' Further (which also inspired the Partridge Family's vehicle).
Nada (Lori Eastside from Kid Creole and the Coconuts) and her 15-member band (a spoof of such girl groups as the Bangles and the Go-Gos) playing an amalgam of many disparate styles of music that appeared on MTV in the early 1980sâpart bubble-gum pop, part New Wave, part garage rock. They are joined by "Special Guest Star" Piggy (Lee Ving of the L.A. punk band Fear).
King Blues, the King of the Blues (Bill Henderson), a spoof of Muddy Waters (and, to a lesser extent, Bo Diddly and B.B. King).
Auden (Lou Reed), "metaphysical folk singer, event of the '70s, [and] antisocial recluse", a spoof of Bob Dylan. Auden, who initially complains of writer's block, is coaxed to appear thinking Max is close to death, but after blithely asking a taxi driver to take the "scenic route," he spends the majority of the movie on his cab ride, improvising lyrics for the song he intends to perform.
Reggie Wanker (Malcolm McDowell), "20 years of rock and roll and still on top", a spoof of Mick Jagger; featuring his drummer Toad played by John Densmore of The Doors. Wanker is beset by a general malaise, unable to fully enjoy his lavish situation of easily available women and drugs.
King Blues opens the show, performing two of his "own" hit songs, "The Blues Had a Baby and They Named it Rock and Roll" (by Muddy Waters) and "Hoochie Coochie Man" (by Willie Dixon). Next the Nada Band take the stage and perform "I'm Not Going to Take It No More." Piggy leads the band in a viciously punk-rock version of "Hoochie Coochie Man," complete with stage dives and slam dancing. Reggie sings a celebration of egotism, "Hot Shot," then moves on to his own version of "Hoochie Coochie Man".
As the show proceeds, Sammy tries to find ways to sabotage the theater, including fueling a fire in the basement and cutting the fire hose. Colin Beverly's henchmen, Mark and Marv (former teen heartthrobs Bobby Sherman and Fabian), give Sammy a bomb, which he plants in the rocket ship that Max will ride during the final countdown to midnight.
Willy overhears Mark and Marv talking about the bomb, and is captured by them and locked in the trunk of Colin Beverly's limousine. She escapes when the limo collides with Auden's taxicab, and runs back toward the theater. Only moments before midnight, Willy reaches the theater and tells Neil about the bomb. As the seconds tick away, the bomb is thrown from person to person out of the building, landing in Colin Beverly's limo just as it pulls up to the curb. The last second ticks away, the bomb explodes, everyone shouts "happy new year", and Captain Cloud leads the crowd in "Auld Lang Syne".
Quickly after, the crowd and bands exit the theater, just as Auden finally walks in. Max gives Neil the lease to the theater, saying he intends to retire. Neil offers partnership to Willy. The end credits roll while Auden sings "Little Sister" to the sole remaining patron, Susie. The final caption reads, "Thanks for the memories to the entire staff of the Fillmore East 1968â71."
Where does the limo runs back towards after it collides with Auden's taxicab?
Theater