Mark Thomas stages a farewell performance in order to retire his drag queen alter-ego Babs Johnson at Legends Night Club and Bar in Raleigh, North Carolina. His shows have been censored over the past five years in previous productions, and this occasion is no different. Director Nick Karner follows Thomas and his crew of friends, misfits, weirdos, and the Cavalcade of Perversion over a tumultuous three-day period. The performance is cancelled twice, the promotional flyers are rejected and torn down, and most of the props and costumes for the performance are created on the day of the show. While attempting to pull the show together, Thomas realizes that his freedom of speech and expression has been challenged. The films becomes an allegory about censorship, and he continues to argue with the owners of the night club all the way to the opening night, where the show is a triumphant success and Babs Johnson's swan song.