Gary Starke (Andy Garcia) is a veteran scalper who presides over a motley crew of law-breaking ticket "brokers." Over the years Gary has kept himself out of trouble through a combination of quick wit, fast talk, and an honor-among-thieves philosophy. But Gary's world is about to change. Gary must face two major problems: the break-up of his relationship with longtime girlfriend Linda (Andie MacDowell) and the sudden appearance of a ruthless rival who horns in on Gary's business. With time running out, Gary must make a final big score with the Pope's visit to New York City and convince Linda that he can give up his fast-and-loose lifestyle or he could lose the love of his life, his livelihood, and the last of his dreams.