Working for a bookie to place bets that change the odds at a race track, it takes Lily's son Roy being hospitalized after a con job goes bad for her to realize the disparity of her situation. When Roy's girlfriend Myra, a con herself, shows up to the ripple the waters and steal Roy away on a little trip where she propositions him to be her con partner. With things slowly falling apart, the end result is a dramatic climax involving three con's desperate attempt to come out on top.

The cast includes: John Cusack, Annette Benning, Anjelica Houston, Jan Munroe, Robert Weems, Stephen Tobolowsky, Richard Holden, and Jimmy Noonan.

Directed by: Stephen Frears.