Talented USO entertainer Dixie Leonard and comedian Eddie Sparks deal with their relationship over the course of 5 decades from World War II to the Vietnam War era to their twilight era in the 90's.

Bette Midler
as Dixie Leonard

James Caan
as Eddie Sparks

George Segal
as Art Silver

Patrick O'Neal
as Shephard

Christopher Rydell
as Danny Leonard

Arye Gross
as Jeff Brooks

Norman Fell
as Sam Schiff

Rosemary Murphy
as Luanna Trott

Bud Yorkin
as Phil

Dori Brenner
as Loretta