A documentary portrait of singer/guitarist Randy Felton and trombonist Marvin Neal -- two jazz musicians who have known each other for over 40 years. Playing in different venues in and around New York City -- they often perform on subway platforms, which is how I first met them, nine years ago. There is a great deal of music and performance in the film, as well as some beautiful interviews of Randy and Marvin as they talk about their lives, their enduring friendship and what it's like playing together on subway platforms. It is also about the very real joy their music has brought to many, many people, travelling throughout the New York City subway system. The song Somewhere Over the Rainbow, and their version of it, is a huge part of the film.