Harry Fabian (Robert De Niro) is a crooked lawyer running cons all over New York City. After he fails at a boxing scam, he finds himself in dire financial straits and takes a loan from a merciless moneylender named Mr. Peck (Eli Wallach). When he needs help paying Peck back, Harry turns to Helen (Jessica Lange), a married waitress he is sleeping with. He begins to plot one last con -- that double-crosses many of his allies. With no friends left around town, Harry's luck goes from bad to worse.