Edward Cole, CEO and billionaire, (Jack Nicholson) and Carter Chambers, mechanic and working stiff, (Morgan Freeman) are two hospitalized men contemplating their highly probable and rapidly approaching deaths from cancer. Soon after they meet they both realize that there are things they have wanted, but failed to do sometime during their lives. They write a 'bucket list', so named from the idiomatic phrase of uncertain origin 'kick the bucket' which means 'to die'. Their list includes things which are expensive, risky or both such as tandem skydiving. They realize that nothing on their list can be accomplished waiting around a cancer ward for the next torture (treatment) session therefore they escape, set out to do their list and comedy as well as friendship ensues.