Bill is a penniless drifter who scams strangers out of just enough money to feed himself and his partner in crime, an orphan girl known as Curly Sue. Bill and Curly Sue target Grey, a yuppie lawyer, but their con takes an unexpected turn when the successful woman begins to like the ramshackle duo. But there's one problem—Grey's jealous, conniving boyfriend, Walker.

• Hughes Entertainment
• Warner Bros. Pictures
• Jim Belushi
• Alisan Porter
• Kelly Lynch
• John Getz
• Steve Carell
• Fred Thompson
• Edie McClurg
• Viveka Davis