How does a dying working class town end up betting its future on art? With 80% of its downtown buildings closed, North Adams, Massachusetts united blue-collar locals with art world luminaries to transform economic failure into America's largest center for contemporary art, MASS MoCA. It opened in the abandoned Massachusetts factory where director Nancy Kelly's grandparents and parents once worked. The documentary explores whether something as ephemeral as contemporary art can breathe life into a dying city.