The show opens with a nod to “It’s a Wonderful Life” as the stage fills with stars. We are in heaven where God explains to Frank, Dean and Sammy that in order for them to stay in heaven, they have to fix a little white lie Frankie told when he was down on earth. If not, they will be forced to spend the rest of eternity in the fires of hell with Peter Lawford!

God sets the stage and points our attention to Vic Candelino, the woebegone owner of Vic’s Place on the seedy side of Las Vegas. Back when Vic’s dad ran the place, Frank, Dean and Sammy stopped by when their limo got a flat. Frank told Vic’s dad he thought his son had talent. Frank was just being nice, but Vic grew up thinking he could be the next Sinatra. Now, some years later, without a hope in sight, Vic is ready to ‘off’ himself. God explains that no one can stay in heaven and be responsible for another human’s life.

In order to secure their place in heaven, Frank, Dean and Sammy are forced to ‘go back down’ and right this wrong. How do they do it?  By taking over the bodies of three people who happen to be in Vic’s bar at the time.  Frank takes over the body of local developer, William Saunders. Dean’s spirit lands in Mr. Saunders’ Spanish speaking chauffeur, Jeorge Rodrigues, and Sammy feels right at home in the body of Bobby Goldberg, the bartender.

Our three stars love being back on earth!  I’M GONNA LIVE ‘TIL I DIE. They then meet Vic, owner of the bar.  In order to convince Vic who they are and that life is worth living, they sing – HIGH HOPES. Vic is finally convinced and immediately faints.  When Vic comes to, he announces that he doesn’t care who they are, he is going to ‘end it all.’ His business is a failure, his love life is down the tubes, and he now knows he has no talent.  Frank has a brilliant idea! They will make him good!  They will teach him how to sing!  Frank goes first with the hit, MY WAY. Sammy is next, teaching him how to scat-sing with BEE-BOM. Dean stops him… ‘You need to sing like this!’ Dean teaches Vic to sing with a smooth style with the song VOLARE. None of these are working so Frank tries once more with NICE ‘N’ EASY. Vic is now ready to put it all together and show us what he’s learned – COME FLY WITH ME. It’s a mess!  Our three stars are doomed!  Until Mr. Saunders’ secretary, Katherine, enters.  This gives Dean an idea – they may not be able to convince Vic that life is worth living, but a woman sure could! YOUNG AT HEART. Their plan is working. They serenade our lovebirds with AIN’T THAT A KICK IN THE HEAD. When Katherine thinks she is being scammed, she tries to leave, but before she can get out the door, her body is taken over by Angie, an angel from above.  TOO CLOSE FOR COMFORT. Angie explains how she’s been helping men all through history with her powers.  ANGEL SAID. As Vic and Angie get to know each other, our boys reminisce about the past, knowing, one day, they will be forgotten. IN THE WEE SMALL HOURS OF THE MORNING. This gives Sammy an idea…what if they make a deal with the devil so they can stay on earth forever! BYE BYE BLACKBIRD. They become almost drunk on the idea of living forever! They imagine their comeback!  THAT’S AMORE, YOU MAKE ME FEEL SO YOUNG, I’M GONNA LIVE ‘TIL I DIE (REPRISE).  When they realize this will not work, Frank suddenly becomes angry at Vic, accusing him of taking life for granted!  What Frank wouldn’t do to have one more day on earth! While Frank rants, Vic slowly sings MY WAY.  The lesson is sinking in…all these years he was trying to sing like his heroes, The Rat Pack, but what he really needed to do was find his own voice.

As the music plays, we jump to six months later.  We are now in the newly renovated THE RAT PACK LOUNGE.  Stars fill the stage as Vic, now in a tuxedo, rushes on to become our host! IT’S A WONDERFUL WORLD. He welcomes the audience and introduces his new friends, here to help him celebrate opening night!

This starts a celebration of Rat Pack Songs! Dean’s set is up first.  FOR ME AND MY GAL, EVERYBODY LOVES SOMEBODY SOMETIME.  Angie comes out and together they sing, I LOVE BEING HERE WITH YOU. Next, Sammy explodes on stage with a rousing rendition of SOMETHING’S GOTTA GIVE followed by WHAT KIND OF FOOL AM I? We now focus on Frank.  He comes out and sings a sultry version of ONE FOR MY BABY. The others join Frank on stage for a fun filled I’VE GOT YOU UNDER MY SKIN. The Rat Pack is finally together. YOU’RE NOBODY ‘TIL SOMEBODY LOVES YOU. It’s now time for our three friends to say goodbye and return to heaven. After a tearful farewell, Vic is left on stage to sing I’VE GOT THE WORLD ON A STRING!  As the audience exits, they hear ‘God’ trying to sing I’VE GOT THE WORLD ON A STRING, because deep down…don’t we all want to be as cool as Frankie!