Bill Dancer and his young companion Curly Sue are the classic homeless folks with hearts of gold. Their scams are aimed not at turning a profit, but at getting enough to eat. When they scam the rich and beautiful Grey Ellison into believing she backed her Mercedes into Bill, they’re only hoping for a free meal. But Grey is touched, and over the objections of her snotty fiancé.

Video store clerk Ed agrees to have his life filmed by a camera crew for a tv network.