Four socialites unexpectedly clash when heiress Brooke Carter (Cybill Shepherd) and stage star Kitty O'Kelly (Madeline Kahn), who attended public school together, reconnect backstage at Kitty's show. Brooke's companion Elizabeth (Eileen Brennan) throws herself at playboy Michael Oliver Pritchard III's (Burt Reynolds) butler and chauffeur Rodney James, while Johnny Spanish (Duilio Del Prete), an Italian gambler, clashes with Brooke over a poker game. As the foursome do the town, they each switch partners in a series of comedic misadventures, with Kitty and Michael starting a romance that becomes increasingly complicated by their relationships with Brooke and Johnny.