Two friends discover a plot to fix a horse race and try to capitalize on it, but soon have to deal with the two men who fixed it, the police investigating it, and the mob boss whose amorous wife is mixed up in it.

Ted Danson
as Spence Holden

Howie Mandel
as Dennis Powell

Richard Mulligan
as Wayne "Turnip" Parragella

Stuart Margolin
as Maurice "Binky" Drundza

María Conchita Alonso
as Claudia Pazzo

Jennifer Edwards
as Ellen Frankenthaler

Paul Sorvino
as Tony Pazzo

Vic Polizos
as Detective Hunker

James Cromwell
as Detective Blist

Dennis Franz
as Phil