Steve Martin plays Freddy Benson, a small-time hustler who cajoles Michael Caine's character Lawrence Jamieson, a master con artist, into teaching him the secrets of his craft. Whereas Laurence is a cultivated, suave villain who works the French Riviera from his home in the fictional Beaumont-sur-Mer, Freddy is a boorish low-life and a vagrant. After reluctantly involving Freddy in a number of scams, Lawrence decides that there isn't enough room for the two of them in the same town. A challenge is laid down: the first to con fifty thousand dollars out of a presumably wealthy woman by the name of Janet, played by Glenne Headly, will be allowed to stay, while the other must leave. The two embark on their separate strategies while at the same time ruthlessly sabotaging each other. Freddy poses as a crippled soldier; Laurence poses as a celebrated psychiatrist and tortures him under the guise of treatment. When it is revealed that Janet is a penniless contest-winner, Laurence is inclined to call off the bet. Freddy suggests that they make Janet herself the bet and that the winner should be the first to bed her. Impressed by Janet's goodness and disgusted by Freddy, Laurence bets Freddy only that he, Freddy, will fail to seduce her. However, as the movie draws to an end, it appears that Freddy succeeds. It is then is revealed that their "target" — Janet — is actually a wanted confidence-trickster known as "The Jackal" and has conned both of them. Freddy is aghast. Laurence is delighted. Later, as the two console themselves over their loss and prepare to part company, they are astonished by the sudden arrival of Janet, who has brought a cruise ship of wealthy marks to Lawrence's villa for a new score; managing to catch up, the three agree to work together from now on.