In the fall of 1963, Eddie Birdlace is an 18-year-old Marine Corps volunteer who is about to ship out with three of his buddies for a tour of duty in Vietnam. Planning a massive blowout for their last night in San Francisco, Eddie, his buddies, and a number of other Marines set up a contest they call a "dogfight”.

River Phoenix
as Eddie Birdlace

Lili Taylor
as Rose Fenny

Richard Panebianco
as Berzin

Anthony Clark
as Oakie

Mitchell Whitfield
as Benjamin

Holly Near
as Rose Sr.

E. G. Daily
as Marcie

Sue Morales
as Ruth Two Bears

Christina Mastin
as Linda

Christopher Shaw
as Donavin