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Two friends, an actor and a chef, discover a plot to fix a horse race and try to capitalize on it. But they must also deal with the two men who fixed the race, who are trying to silence them. Then theres the mob boss the two guys work for, who planned the fix, and whose wife is having an affair with the actor.
While filming on location at a race track, womanizing bit actor Spencer Holden, who lives life on one scam after another, overhears a couple of inept thugs named Binky and Turnip while they dope a race horse with a supposed undetectable super stimulant. The thugs find out that Spence overheard them and will do anything to catch him so that he wont go to the authorities with the information. Spence enlists the help of his best friend, drive-in carhop and aspiring restaurateur Dennis Powell, to bet on the race with that horse so they can make some guaranteed money. Spence and Dennis end up not only having to outrun the thugs, who manage to put a few bullet holes in Spences car, but also the police when they find Spences bullet-riddled car and after the race horse, Sorry Sue, dies from the drugs. Add an antique player-piano Dennis acquires, sympathetic but naïve auction-house employee Ellen Frankenthaler who is attracted to Dennis, and exotically beautiful Claudia Pazzo who is interested in buying the piano and in whom Spence is irresistibly drawn, and Spence and Dennis may be in more trouble than they ever imagined.
Ted Danson
Spence Holden
Howie Mandel
Dennis Powell
Richard Mulligan
Wayne 'Turnip' Parragella
Stuart Margolin
Maurice 'Binky' Drundza
Maria Conchita Alonso
Claudia Pazzo
Jennifer Edwards
Ellen Frankenthaler
Paul Sorvino
Tony Pazzo
Rick Ducommun
Wardell
Keye Luke
Ishimine
Ed Herlihy
TV Reporter
Walter Charles
Auctioneer
Tawny Moyer
Leading Lady
Emma Walton Hamilton
First Extra
Carrie Leigh
Second Extra
Sharan Lea
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Rick Overton
Companion
John Short
Assistant Director
Teddy Wilson
Covington
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