The once thriving industrial town of Haverhill, Massachusetts on the Merrimack River now resembles, in the words of one of the film's subjects, "a ghost town where you expect to see tumbleweeds come rolling down Main Street." This film examines a dying industrial town and its politicians' search for votes over such issues as municipal spending, rising taxes, the revitalization of depressed areas, and attracting new industry. The film's central event is the 1976 Mayoral election. Election scenes are intercut with comments from Haverhill residents, members of a local foundation, political scientist Frances Fox Piven, the president of the local union, and the shoe manufacturers themselves. The oral history which surrounds the election footage is a reservoir of information about Haverhill's present condition as well as its past.