Curly Sue (Alisan Porter) might look like a cherub, but this street urchin has a lot of tricks up her sleeve. She and her streetwise guardian, Bill Dancer (James Belushi), can scam with the best of them. When they pull a fast one on Grey Ellison (Kelly Lynch), a high-powered corporate attorney, they find themselves living in her luxurious apartment and taking advantage of her generosity, enjoying fine food and new clothes. Grey's snobby boyfriend thinks that she has lost her mind in allowing these strangers access to her home, but Grey sees the good in Bill and Curly Sue and realizes that they bring out a part of her that she had lost. Ultimately, this trio comes to understand that they make a great team.