Private eye Philip Marlowe (Elliot Gould) wakes up in the middle of the night when his pet cat wakes him up, wanting to be fed. He goes out to an all-night supermarket somewhere in west Los Angeles, but can only buy a brand his cat hates. His cat runs out on him. Marlowe's friend Terry Lennox (Jim Bouton) comes by and gets Marlowe to drive him to Tijuana. In the morning, the L.A. police arrest Marlow for helping Terry escape. They tell Marlowe that Terry is a fugitive who beat up and killed his wife Sylvia. Marlowe doesn't believe his friend is capable of such a crime. Another day later, Marlowe is freed from jail and the case has been closed. According to Mexican newspapers, Terry Lennox committed suicide. Marlowe is hired by Terry's ex-neighbor, Eileen Wade (Nina van Pallandt) to find her husband, author Roger Wade (Sterling Hayden). Marlowe tracks Wade to sanatorium where he is being treated for alcoholism by Dr. Verringer (Henry Gibson), a money-hungry quack. Marlowe brings Wade home and observes that the Wades are at odds with each other. Eileen has a bruise on her face to prove that she is being abused by her husband. Wade is full of self-pity and haw writer's block. Marlow wonders if Wade, a big, powerful, violent, depressed man, might have known Sylvia Lennox. Gangster Marty Augustine (Mark Rydell) threatens Marlowe, telling him to return the money that Terry was running for him but took to Mexico. Marlowe says that he knows nothing about any money, but Marty tells him to go find it. Suspicious, Marlowe follows Marty's car to the Wades' house. The next day, Wade tells Marlowe that Marty owes him a lot of money. A day or two later, the Wades throw a party where Dr. Verringer shows up and demands that Wade pay him the money they he owes. When Wade refuses, Verringer slaps Wade greatly embarrassing him. As a result the party ends. Eileen makes dinner for Marlowe where she tell him that she doesn't believe Terry was violent enough to have killed Sylvia. Wade walks into the ocean and commits suicide by drowning. Afterwords, the tearful Eileen tells Marlow that Wade and Sylvia were having an affair and that she thinks that he killed her and set up Terry as the fall guy. Marty's men pick up Marlowe. Marty threatens to beat him up for failing to find the money that Terry stole. But when the money Terry owned turns up, they let Marlowe go. Marlowe is accidentally run down by a car while following Eileen's car on foot. When he gets out of the hospital, he discovers that Eileen has moved. Marlowe takes $5,000 he received in the mail from Terry on the day Terry went to Mexico and goes back to Mexico himself. There, he bribes the local coroner and learns that Terry's death and funeral was all fake. Terry really is still alive. Terry is not surprised to see Marlowe. He admits that he really did kill his wife because she was going to squeal on him for running money for Marty. "No one cares," Terry says. But Marlowe says that he cares. Upset that Terry would brutally kill his wife and that Terry would play him for a fool, Marlowe pulls a gun out and shoots Terry dead. In the final scene, Marlowe dances back up the road for the USA, passing Eileen, who has been living with Terry, her new lover.
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