The movie opens with shots of a large building in Omaha, NE, called the Woodmen Building. Actuary Warren Schmidt (Jack Nicholson) is sitting in his dull, gray office watching the clock until it hits five. There are packed boxes all around him, implying that this is his last day at work.The clock hits five and Warren solemnly grabs his coat, turns out the lights and leaves.In the next scene, Warren is driving at night in the rain with his wife Helen to a steakhouse where his retirement party is being held. The affair is rather quiet and solemn, with the new guy replacing Warren offering a tribute and telling Warren to feel free to come down to the office any time, mentioning that he may need some help with Warren's old accounts. Warren's best friend and co-worker Ray, who is obviously inebriated, delivers an impassioned speech for his friend. Warren appears touched at the sentiment and excuses himself. He retreats to the other side of the restaurant where the bar is and orders a drink. It's obvious he is not happy to retire.When Warren and Helen return home, their daughter Jeannie calls to wish Warren well. They discuss her upcoming wedding. Before bed, Helen remarks to Warren that she wishes he would try to be more friendly to Jeannie's fiancé.In the days following Warren's retirement, he is not sure what to do with himself. Helen surprises him with breakfast in their newly purchased Winnebago, saying how much fun they are going to have traveling the country. Warren doesn't appear enthused, but puts on a smile for his wife. A visit back to the office to visit his replacement doesn't go well; the new guy brushes him off, and Warren is taken aback by it. As he leaves the building, he passes a dumpster and discovers all of his old files have been thrown away. When he gets home, however, he tells Helen that the visit went well and that the new guy needed his help.Days pass and Warren spends his time sitting in front of the TV feeling sorry for himself. As he's flipping channels he comes across a commercial for a Third World relief fund where people can "adopt" a young African child (trivia: that's Angela Lansbury's voice in the commercial). Warren makes the call.After some more days of loafing and moping around, Warren receives his packet in the mail. He has "adopted" a young Tanzanian boy named Ndugu. He is advised in the letter to write to the young boy, so he does. In the letter (done in voiceover, which is very funny), he tells Ndugu about his life, how he's been married for 42 years... and soon the letter spirals into a rant about how he was cast aside by Woodmen, how his wife is starting to annoy him, and how his daughter is about to marry a loser waterbed salesman named Randall. He goes off to mail the letter, and his wife tells him not to dilly-dally.Next we see Warren heading into a Dairy Queen, where he gets some ice cream. He comes home to find Helen unconscious on the floor. She has died.Jeannie and Randall fly in for the funeral; Warren is very happy to see her but is rather stiff toward Randall, who is just emotional over the death. After the funeral Warren's friend Ray is sobbing violently (somewhat important later).Jeannie and Randall stay for a while at Warren's house. Warren asks Jeannie to stay longer, implying that he'd like for her to take care of him, but Jeannie is adamant about getting back to Denver to plan the wedding. Warren is upset that Jeannie still wants to go through with it; he thinks she should postpone because of Helen's death, but Jeannie insists her mother would want her to get married. Jeannie then rails on Warren for buying a cheap casket, saying that Helen deserved more. Eventually Jeannie and Randall leave for Denver, telling Warren they'll see him in a few weeks.Warren writes another letter to Ndugu about Helen's death, taking back all the bad things he said about her previously. This is done in a voiceover as Warren goes through her makeup, putting on her cold cream, and going through her closets. He then opens a shoebox and finds several to letters to "My darling Helen" which were not written by him. He looks closely at the signature and realizes who his wife had an affair with. In a rage, he sweeps all of Helen's belongings into boxes and throws them into a local recycling bin. Then he drives to a barber shop. Seconds later, Ray comes out and Warren confronts him with the letters. Ray tries to explain that the affair happened 25-30 years ago, but Warren clumsily punches him anyway and drives off in a rage.Warren decides since there's nothing left at home for him, he will go to Denver early. He loads up the Winnebago and takes off. Within a few hours he calls Jeannie at a gas station pay phone to say he's coming. Jeannie freaks out, and insists he go home until it's time to come for the wedding. Warren is very upset as he hangs up, feeling unneeded. He decides to take a leisurely pace, and in another letter to Ndugu, he tells of his pathetic adventures visiting the site of his childhood home-- which is now a tire store-- and his old fraternity at the University of Kansas, where the current frat brothers do not connect with him. He goes on to visit an arrowhead museum and ruminate about Native Americans, then buys some Hummel figurines like his wife collected.He's finishing the letter to Ndugu in an RV campground just as there's a knock on his door. John Rusk, another Winnebago enthusiast, greets him and invites him over to dinner with him and his wife Vicki. John and Vicki turn out to be two unbearably perky people from Wisconsin; Warren is perplexed by them at first, but later he warms up to them. After dinner, John leaves to get some more beer, while Vicki shows Warren pictures of their family. When they are alone, Vicki makes an observation that Warren is a sad person. Warren admits this and breaks down a little bit. When he tries to kiss Vicki, she shrieks and kicks him out of her camper. Warren goes back to his Winnebago and takes off into the night, passing a confused John on the road.In an deserted spot, Warren sits on top of his Winnebago with lighted candles and the Hummels, talking to Helen and wondering what he did to drive her into an affair. He asks her forgiveness for not being a good enough husband, and sees a shooting star. The next morning he takes off, leaving the candles and figurines on the roof. One by one they slide off the roof as he drives.Warren eventually arrives in Denver at the house of Randall's mother, Roberta (the wonderful Kathy Bates). Roberta's house is full of odd decorations which match her dotty personality. She is very outgoing and Warren seems somewhat frightened of her. Jeannie and Randall arrive, and Warren tries to get Jeannie alone to tell her to call off the wedding, but she is too busy.Dinner is a tense event. Roberta and Randall's father (her ex) Larry (an almost unrecognizable Howard Hesseman) snipe at each other. Randall's brother Duncan acts like a zombie, and Warren is watching everything and wondering why he is there. After dinner he finally gets Jeannie alone and begs her not to marry Randall, saying she deserves better. Jeannie tears into him, saying he was never there for her in the past but now wants to run her life. She says she will marry Randall, and Warren will come to the wedding and deal with it. Warren is very hurt at her behavior.Warren is given Randall's old room, equipped with a waterbed. He looks around to see Randall's honorable mention trophies and participant certificates (to enhance just how average the guy is). Warren wakes up the next morning with his back out of whack from sleeping on the bed. Jeannie thinks he's faking it and is furious. Roberta becomes Warren's nursemaid. Very funny scene follows as Roberta feeds him soup for lunch and goes into detail about Jeannie and Randall's sex life. Warren is very uncomfortable, and Roberta gives him some Percodan to get him through the rehearsal.At the rehearsal, Warren is completely stoned but gets through it and the dinner. Roberta takes him home and puts him in the hot tub. Here Warren is finally relaxed, until Roberta comes out. She disrobes and goes down into the tub with him (she's completely naked, he's wearing swim trunks). Roberta slowly hits on Warren, making him so distraught that he soon leaves to retreat to his Winnebago, where he spends the night.The next day is the wedding, which goes off without a hitch. Warren is restrained throughout the whole ceremony and reception. After Randall's best man gives the speech, he hands the mic over to Warren. Jeannie appears nervous, but Warren goes into a speech, then pauses. He mentions Helen dying and delivers an impassioned speech about how Helen wanted to see Jeannie happy. He then offers a nice tribute to Roberta and Larry, as well as Larry's wife, and even finds something nice to say about Duncan. The crowd applauds and Warren retreats immediately to the men's room to control himself. The reception goes on gaily.Another letter to Ndugu in voiceover as Warren drives home. He writes about the wedding and how Jeannie and Randall are in Orlando on his nickel, and that there's nothing he can do about her life anymore. On his trip home east, Warren stops at a museum and marvels at the courageous journeys pioneers had made going west, prompting him to ponder what he has accomplished in the direction of his life. He is depressed that he hasn't made one bit of difference to anybody, that he hasn't done anything important.He returns home; the house is a mess and there's a huge pile of mail behind the door. Warren quietly collects everything and goes to his den to sift through it. He finds a letter from a nun who works at Ndugu's orphanage, and she explains that Ndugu cannot yet read or write, but he enjoys Warren's letters, and he likes to paint. A picture by Ndugu for Warren in enclosed in the letter, and Warren unfolds it to see two smiling stick figures holding hands (one child and one adult, apparently Warren and Ndugu). Warren breaks down and cries, realizing that he indeed has made a difference in somebody's life.
Output: Question: What happened in the winnebago?, Answer: Helen make him brekafast