John Landis

Eighteen years after the events of the original Blues Brothers movie, Elwood Blues is released from prison. He patiently stands by the road, waiting for Jake to pick him up, but Jake never comes. After Elwood waits a whole day, the warden notices him and informs him that Jake died while Elwood was in prison. Instead, a woman named Matara comes to pick up Elwood. Matara works for the Blues Brothers' former drummer Willie, who is now the owner of a strip club. Willie is happy to see his old friend free again and offers him a job as a house musician, but refuses when Elwood asks him if he is interested in reuniting the band. Elwood goes to visit the "penguin", Sister Mary, who now works in a hospital. She tells him that the old orphanage has closed, and that Curtis, the orphanage's custodian and father figure to Jake and Elwood, has died. Elwood wallows in self-pity, now knowing he has no family left, no past, no future, nothing. Sister Mary is having none of it, though. She tells Elwood that Curtis had an affair with a married woman and sired an illegitimate son, so Elwood still has, in a way, a foster brother. However, she says this man knows nothing of his real father and advises Elwood against contacting him. She also introduces Elwood to Buster, a 10-year-old troubled orphan, and suggests that he be his mentor. Neither Elwood nor Buster are enthusiastic about the idea. Elwood visits a used car lot and spots a former police car, this one a black and white Ford Crown Victoria. The owner, Melvin Gasperon, asks five hundred dollars for the car. Elwood, with Buster accompanying him, goes looking for his foster brother, against Sister Mary's advice, hoping he will lend him the money. Elwood finds the man, Cabel Chamberlain, to be a commander in the Illinois State Police. He tells Cabel about Curtis, offending him. He also asks him for a loan and asks if he is interested in joining his band. Cabel calls his mother to ask her about Curtis, and she is taken by surprise and does not deny it. Cabel, upset by the news about his real father and outraged by the requests made by Elwood with his long criminal record, throws Elwood out of his office. Outside the building, Buster steals Cabel's wallet. Elwood returns the wallet, but keeps the cash it contained. While Cabel files papers to have Elwood arrested for the theft, Elwood returns to Melvin's car lot to buy the car, which is to become the new Bluesmobile. Melvin says he's moving to New Orleans, and the two men wish each other well. At Willie's strip club, Elwood notices Russian mobsters picking up "protection" money. He remarks to Willie later that this is not right. Willie sympathizes, but does not dare challenge the mobsters. One night, when Willie is not at the club, Elwood and the bartender Mac get the Russian mobsters falling down drunk, then steal their clothes and leave them bound and gagged in an alley with a note warning them to stop shaking down Willie. When the mobsters are reunited with the rest of their gang, they vow to destroy the strip club in retaliation for the slight. Another night, Elwood invites Mac on stage with him, to Willie's mild chagrin, but Mac proves to be a talented singer. At that moment, several members of the Russian mob show up with machine guns and order everyone out of the building. They then shoot up the place and set it on fire. Elwood, with Buster still in tow, escapes along with Mac and Willie through a rear window. As they climb into the Bluesmobile, one of the mobsters recognizes Elwood, and they chase him in another car with their machine guns. Mac drops some nails out the window, puncturing the Russians' tires and causing their car to crash. Willie has now lost his livelihood, and agrees to play music with Elwood. Elwood goes to look for the rest of the band members. Mac and Buster, now with suits like Elwood's, come along for the ride. They locate Matt, the guitarist, and Blue Lou at Matt's Mercedes dealership. This time, Matt's wife approves, if somewhat grudgingly, of Matt and Lou rejoining the band. They find Murph at a call center, and three other members working at a radio station, and they readily agree to rejoin the band. The last member is Mr. Fabulous, now a funeral director. They find him in a cemetery, holding a funeral for one of the Russians. Mr. Fabulous initially resists rejoining the band, but Elwood and Mac loudly make remarks that make the Russian mobsters think that he is planning to rob the grave. The Russians draw their guns, and Mr. Fabulous flees with the rest of the band members. With all surviving members reunited, plus Mac and Buster, the band goes to see their former booking agent, Maury Sline. Maury suggests they enter an upcoming Battle of the Bands contest in New Orleans, and sets up a gig for them to play on the way there, at a county fair in Cynthiana, Kentucky. In the Bluesmobile and an additional car, the band leaves Chicago. Meanwhile, no one at Sister Mary's hospital has seen Elwood or Buster for a week, and they start to think Elwood has kidnapped Buster. They go to the police, and the FBI gets involved. Elwood's description gets passed to police agencies in neighboring states. The band stops for dinner at Bob's Country Kitchen (the former Bob's Country Bunker) in Kokomo, Indiana. A trooper with the Indiana State Police happens to spot the car there. The police enter to arrest Elwood, but he is able to create a diversion and escape with Mac and Buster. The rest of the band shrugs off Elwood's antics, but they quickly leave when Bob starts to recognize them from their stunt in the original movie. Gradually, Elwood and Buster begin to warm up to each other. Elwood is able to elude the policemen that night, but the police set up a massive roadblock at a bridge over the Ohio River the next day, where Elwood would have to cross to get to Kentucky. Elwood sees the police, and drives the Bluesmobile straight through the river, as if it was a submarine. When they reach the Kentucky side, they interrupt a meeting of a redneck militia group and accidentally destroy their boat, which was filled with explosives. The police are looking for Elwood's car in Cynthiana, so they paint it white before arriving at the county fair. The rest of the band, in the other car, arrives before Elwood's car and only then discover that they are expected to play not blues, but bluegrass. Unseen by either the band or the police, one of the Russian mobsters also comes to the fair and climbs a scaffold, intending to shoot Elwood from it. Elwood, seeing all the policemen, invites the spectators to come out of the bleachers and crowd the stage, which hinders the police. The band begins playing "Ghost Rider", to the delight of the spectators. While they are playing, a heavy thunderstorm arrives over Cynthiana. The wind knocks over tents, the sudden driving rain interferes with the Russian mobster trying to aim his gun and washes the hastily applied white paint from the Bluesmobile. Buster grabs a harmonica and plays, and for the first time, Elwood is impressed with him. However, the police are still moving in, so Elwood uses a remote control to guide the Bluesmobile to the stage. As soon as they are done playing, they cram into the car and flee, abandoning their instruments. Lightning strikes the Russian mobster's scaffold, ending any chance he had to shoot Elwood. The band continues south, but they run out of gas somewhere in Mississippi. Some of the band members walk toward the nearest town, and find a tent revival meeting, where Reverend Cleophus James, from Chicago, will be preaching. Elwood knows Cleophus and hopes to ask him for gas money, so they sit down for the service. Meanwhile, one of the other band members goes in a different direction and is able to obtain gas by himself. The police catch up to the band at the tent, Cabel Chamberlain among them, intending to arrest Elwood. Cleophus's music causes Cabel to have a religious awakening; the music is in his blood. He decides to join the band rather than arrest them. The other policemen think Cabel has been brainwashed somehow. The remaining band member brings the freshly gassed Bluesmobile to pick up the rest of the group. Dozens of police cars from at least four states chase them. At a road construction site, Elwood jumps over some heavy equipment in the Bluesmobile, but the pursuing police cars crash into it, allowing the band to escape. The band finally arrives in New Orleans, and goes to the mansion of Queen Mousette to audition for the Battle of the Bands. Queen Mousette was reputed to be ancient, ugly, and cannibalistic, but the band discovers she is none of these. She asks them to play Caribbean music. Elwood protests that music is not part of their repertoire, but Mousette puts a spell on them and they play the music requested. Mousette is impressed and invites them to compete the next day, but Elwood, Mac, and Cabel are transformed into zombies until their turn comes up. A large crowd enters the mansion to see the Battle of the Bands. The band that goes before the Blues Brothers is called the Louisiana Gator Boys, and they include, among others, Melvin Gasperon, the man who sold Elwood the car. After they play their number, the zombie spell is removed from Elwood, Mac, and Cabel, and the Blues Brothers take their turn. The emcee asks the audience to cheer for their favorite band, and the Gator Boys are declared the winners. Just then, the Russian mobsters and the redneck militia both arrive at the mansion looking for Elwood, but since neither armed group has yet met the other, each considers the other group potentially hostile, and they turn on each other. Mousette intervenes and casts a spell, turning both the Russians and the rednecks into rats. The Blues Brothers and the Gator Boys jam together. Sister Mary arrives next, with more policemen, to find Elwood, Mac, Buster, Cabel, and the rest of the band still jamming. Cabel assures them that he is all right, but the police still suspect Elwood of kidnapping Buster. While the rest of the band members continue to play, Elwood and Buster slip out and drive away in the Bluesmobile, still pursued by police, toward an unknown fate.

Eddie`s back! So are the laughs. This time Detroit cop Axel`s pursuit of killers, with help from pals Serge and Billy Rosewood, leads him to LA`s popular theme park Wonder World.

The camera pans along the nighttime skyline of Pittsburgh, as a romantic song plays in the background. Then along a common street to a low-rise walk-up apartment building beside a notary office, and into the apartment of a beautiful but lonely young woman named Marie (Anne Parillaud). Marie stands naked, looking out her window; her apartment lit by dozens of candles. In a voiceover, Marie says she is 'eternally alone' and lives for comfort of the senses; food and sex. But she's very picky about what she eats, which caused her last lover to leave. As Marie reads over several newspaper articles about organized crime in the city, including a rising mob boss named Sal 'the Shark' Macelli, her voiceover continues, saying she hasn't been able to obtain food in six days. She's sad and starved, and needs to treat herself. Continuing to read the article she says that she's thought about going Italian, and we see her smile to herself in a mirror, and blow out some candles. A fancy car drives up to a corner Italian restaurant named the Oyster House. A man named Gilly gets out of the car near where several men stand, and greets one before walking into the restaurant, where he goes to a small table occupied by Tony (Chazz Palminteri) and Joe Gennaro (Anthony LaPaglia). Tony takes the two downstairs; Joe discreetly telling Gilly that the place is bugged. They pass through the kitchen and a heavy door where Sal Macelli (Robert Loggia) sits with a group of his enforcers. Gilly acts in awe of Macelli, who merely sits and sips coffee as his men make Gilly sit beside him. One brings over a toaster oven and takes it out of its box. Macelli makes small talk and a joke about toaster ovens, before quickly getting to the point: he accuses Gilly of short-ending him on an acquisition. He bashes Gilly with the toaster oven, knocking him off his chair. He busts the toaster oven over Gilly's head, making it clear that Gilly is here to be killed. Joe pleads for discretion, saying that someone might have seen Gilly entering the restaurant. Macelli roars that if Joe wants a discreet killing, he has to do it himself. He tells Ray (Kim Coates) to hand his gun to Joe, and demands that Joe carry out the execution. Gilly starts to plead and grovel with Macelli for his life, which disgusts the mob boss. He shoots Gilly dead himself, and then grabs Joe by his lapels, growling that he had better shoot someone the next time he's told to. Macelli is shown to be aggressive and bullying even with his closest allies. Tony and Joe are leaving the restaurant. Joe complains to Tony that Macelli has a disturbing love of killing and violence, something Tony warns him not to speak too freely; they're merely soldiers in a war. He gives Joe a gun, warning him that despite his being brought in to steal, one day he will likely be ordered to carry out a hit and will have no choice but to do it. Suddenly, Joe looks at a white van with dark windows parked on the curb slightly down. Starting to yell, he breaks the windows with the butt of the gun, yelling and gesticulating for the occupants-- police doing surveillance-- to get lost. Macelli's men all applaud and cheer Joe's moxie, but Tony just pulls him away and sternly warns him not to do that again, before telling him to go home and get his head straight. Not watching where he's going, Joe accidentally bumps into Marie, who walks down the street; a shopping bag in her hand. Marie's shoe accidentally falls off and Joe helps her with it. Marie looks at Joe with a curious expression; in her thoughts, she finds him 'promising' but his eyes are sad. Marie's voiceover says that her first 'rule' is never to play with the food. She shakes her head no after Joe offers to buy her a cup of coffee so she can warm up outside of the cold, and she walks away. As Marie crosses the street, she passes in front of Tony's car, which is just pulling out of his parking spot. Tony's windshield wipers are still brushing excess snow away from his windshield, so he doesn't immediately see Marie and has to stop short, honking his horn impatiently. Marie gets annoyed and she knocks the hood of his car with one of her shopping bags. Tony jumps out and menacingly warns Marie not to touch his car. Marie thinks to herself that Tony is 'perfect.' Turning meek and timid, Marie apologizes, pleading for Tony not to hurt her. She then makes a curiously flirtatious remark about Tony's reflexes in not hitting her with the car. Tony smiles and offers Marie a lift, and she smiles back. As Tony drives, Marie pops one of his Frank Sinatra CD's into the car's stereo and says there's a park nearby with an excellent view of the city, and she invites him to see it. Tony drives to the park and pulls up at a spot overlooking the city's panoramic view. Marie smiles shyly but flirtatiously as she doffs her coat, revealing her sexy red dress. She climbs onto Tony's lap, accepting his kisses as she starts to unbutton his shirt. She starts to kiss his neck, when suddenly he recoils in pain, indignantly shouting at her. But Marie's eyes quickly turn blood red and she opens her mouth to give a very animalistic growl, tearing into Tony's neck like a monster. When she's done, she peers at her blood-smeared reflection in the rear-view mirror, before pulling it off the car's roof in disgust and smashing it. Marie is a vampire; a vampire with a conscience. She must kill humans to live. But she only preys on criminals; preferably mean-tempered ones who enjoy hurting people. She passed on Joe Gennaro because she could see the good in his eyes. Tony, on the other hand, she could see the sadism in his look; hear his quick temper in his voice. Her first rule, never to play with her food, ensured she never had time to develop any feeling for potential prey. Marie's second rule is to always finish the food; she must be sure to kill them. This eliminates all signs of the feed marks she inflicts, and cleanly disconnects the central nervous system. Marie accomplishes this by using a shotgun on her prey at close range after she's done feeding. Police are investigating Tony's murder the next morning, and it's seen that Joe Gennaro is in fact with the Pittsburgh police department, working deep undercover infiltrating Sal Macelli's crime ring in order to bring it down. As Joe looks into the van, the coroner is spooked. Tony was killed with a clean shotgun hit, but the body shows a clear sign of very significant blood loss beyond what the shotgun damage should inflict. But this is the least of Joe's worries as a federal district attorney, Sinclair (Angela Bassett) berates Joe for showing up at the investigation; any of the force could be in Macelli's pocket. The officers working surveillance are also furious at Joe over 'the stunt with the van,' although Joe defends himself because the van was too close without any discretion. But Sinclair doesn't want to listen to anything Joe says; she feels he's become a danger to the investigation and to himself. Joe argues hotly that he's been undercover as part of Macelli's organization for three years, eating, drinking and stealing with them, and soon he'll be asked to make a hit, which is when it will be time to nail him. But then, press start to rush in from all sides, and Sinclair gives Joe a friendly hug as she turns and gives a big smile for the cameras. By evening, all of Pittsburgh has seen the articles both on Tony's murder and the photo of Joe with Sinclair; including Marie and Macelli. Exiting the Oyster House with a group of his men, and his attorney, Manny Bergman (Don Rickles), Macelli is taking the news exactly the way he'd be expected to-- wanting Joe killed, while Manny tries to talk him into 'making proper arrangements' because Sinclair will soon use the Rico act to freeze all of Macelli's assets. Macelli finds Lenny (David Proval), one of his men, talking to Marie, who's come by to feed on another of the gangsters. When Macelli has Jacko (Tony Sirico), one of his men, chase off a nosy photographer, Marie tells Macelli off in a way that can get people killed. But although he puts Marie in her place, Macelli's impressed by her moxie and offers her a ride. Marie knew she should have walked away from Macelli, but she found him annoying; enough to make an example of him. She gets into his limo, going into her act as Macelli breaks the ice with her. Marie notes they're being followed, and Macelli tells Lenny, who's driving the limo, to lose anyone tailing them and take him and Marie to 'the hideaway.' Macelli's hideaway is right beside a church. He tells Lenny he'll be with Marie for an hour, and to stand guard. He brings Marie into the hideaway, and she smiles flirtatiously as she looks the place over. But when Macelli takes out a container with take-out supper from the Oyster House, Marie recoils from the strong odor of garlic used in preparing the food, saying it isn't for her. Marie runs into the bathroom, pushing up the window, breathing in the fresh air; knowing she made a mistake targetting Macelli. In the meanwhile, Macelli is wondering what's going on with Marie and goes into the bathroom after her, starting to come on to her. Marie is nauseated by the garlic on his breath, and the lights of the bathroom are hurting her sensitive eyes. Macelli starts to get aggressive in kissing her and starting to undress her. Marie responds to the passion, undoing his tie and shirt collar. Marie then strikes, tearing into Macelli's neck and starting to feed. But Marie is unprepared for the crafty mob boss' resourcefulness. As she tears into his neck, he pulls a handgun strapped to his ankle and fires a shot into the ceiling. Lenny, sitting in the limo, hears the sound. Macelli fires a shot into Marie's stomach before collapsing. Lenny hurries to the hideaway door, trying to get in. Marie presses a towel to her wound and again happens to catch sight of her blood-smeared reflection in a mirror, breaking it in disgust. Lenny happens to look in through the raised window and sees Macelli laying in the bathtub, seemingly dead. He sees Marie, her face smeared with blood, and cries out in alarm. Hurrying back to the door, he shoots the lock and kicks the door in. He hurries to the bathroom, finding Macelli still in the bathtub, and Marie gone, having hurried out to make her escape. Joe is in protective custody, watching an old horror TV show with officer Dave Flinton (Leo Burmester), who's helping watch over him. Joe knows that because of how deep undercover he's been, many of his fellow officers don't look kindly on him, seeing him as half cop, half crook. But another curve ball is headed his way as fellow officer Morales (Luis Guzmán) comes by with pizza delivery; a phone call informs Flinton that Macelli's taken a hit on the north side; apparently Joe made him look so bad in front of his men, that one of them took him out in a macabre form of poetic justice. Joe is still upset, because the undercover work was the case that was going to make his career. Joe drives to the hideaway where preliminary investigation is underway. He looks through the broken bathroom window, dismayed as he watches the coroner tending to Macelli's body. But immediately Joe notices things amiss; Macelli suffered a cut carotid artery, meaning there should be far more blood than he sees, and he's sure the coroner found something under Macelli's fingernails; Joe suspects the perp was a female and that Macelli's fingernails have traces of makeup underneath. The coroner glances at a thermometer placed in Macelli's midsection and makes a puzzled sound; Macelli's body temperature is going up, not down as is standard for a corpse. Lenny and Manny are outside the church as well, and a fight nearly breaks out as Joe passes by them. Joe climbs the fire escape onto the roof of the hideaway building. Looking around with a flashlight, he finds blood on the chimney-- and a woman's black pump laying in the blood-spattered snow atop the roof. As he picks it up and starts to examine it, he hears a rustle from the other side of the chimney. Marie comes into view, her eyes red and her face still smeared with blood, and she gives a vampiric growl, scaring Joe out of his wits. He dives to the floor as she runs past and leaps off the roof, escaping. Joe enters the church and looks around. Feeling uneasy, he draws his gun. Suddenly he feels something moving past him and hears Marie growling, although he doesn't see her. Suddenly the church's fire escape doors burst open and a growling sound comes from there, before the doors slam back shut in the sudden gust of wind. Marie runs along the outside of the church. She climbs up an exterior heating pipe, breaking a window on the second floor and entering through it. Joe sees a tethered German Shepherd dog barking loudly and acting very agitated, and quickly unties its leash, setting it loose. In a shower room in the church, Marie lets the hot shower water wash all the blood off her body, without bothering to undress. She stands under the shower, letting the water continue to pour down on her, while outside, the dog leads Joe to the pipe Marie climbed up. Joe looks up and sees the window Marie broke. Someone puts a hand on Joe's shoulder and he whirls, gun drawn-- it's just the dog's owner, come looking for him. Joe climbs the pipe and enters the shower room. Marie is gone, but he sees that she left the shower faucet she used, running-- and he sees her wet footprints leading to and through a closed door. He follows Marie's trail to a thrift shop, finding its lock broken. As he looks around, the camera pans up to show Marie hanging from a fixture on the ceiling, above and now behind him. She's changed into some clothes taken from the shop, leaving her bloody dress on the floor. Marie hangs from the fixture by one hand, watching Joe closely as he bends down and looks at her discarded dress. Finally she drops down to the floor, swipes a jacket from the racks and is out the door before Joe can spot her, although he heard the sounds and sweeps the area with his gun. But as he steps back outside the thrift shop, Marie suddenly grabs him from behind and throws him a dozen yards onto the ground; grabbing away his gun and throwing it through the church window. Her eyes flash a bestial green and her voice is harshly distorted as she warns him to stay away from her, or she'll kill him. Joe is left dazed on the ground, gazing up at the sky in disbelief. Macelli's body is being brought into the morgue. But as the pathologist plugs in a tool to start an autopsy, he suddenly finds Macelli sitting up and looking right at him. Downstairs, the county coroner is telling a massed crowd of repoters that the press will know the details on Macelli's death soon as he knows-- but everyone is about to find the results out first hand, as they all see Macelli running through the morgue atrium with the pathologist following behind. Macelli escapes into an elevator, wanders right past the front desk security guard who's busy watching a "gorilla chases pretty girl" horror movie, and then steals a car from right under the noses of two bumbling fools who are looking in its trunk; driving it off into the night streets. Marie is perched high up on the steeple of the church cathedral, watching Joe approach his car. A press member tells him that Macelli was spotted crashing a car into a gas station in Shadyside. Joe gets into his car, and pauses to take the shoe Marie dropped on the rooftop out of an inside coat pocket, looking at it thoughtfully. He puts it on his dashboard and sits idle for a few seconds, until Marie leaps down from the steeple right onto the hood of his car, heavily denting it and smashing all the windows. She grabs Joe and hauls him out of the car, and climbs in herself, using her recovered shoe to smash out the windshield. When Joe leaps in front of her, she hits the gas to scoop him onto the hood, then stops and hits the gas again so he falls into the car. She intends to go after Macelli herself. Manny arrives at his house and is greeted by his wife, Fran (Elaine Kagan). As she helps him out of his coat and scarf, we hear the sound of breaking glasses. Manny goes into his living room, he sees Macelli raiding the wet bar there. Macelli's skin is pasty white as he rummages through the bar, looking for something to drink. He's stricken by extreme thirst, but none of the booze there is working to sate it. As Manny tries to calm him down, Macelli suddenly remarks that Manny smells good, before rambling about how he'd woken up in the morgue after an attempt on his life. Then he smells something and staggers into the kitchen, where Fran had warmed up some food, which Macelli starts tearing into greedily. He insists he's fine despite Manny wanting to call a doctor; just with a sudden insatiable appetite of some sort. Marie struggles to drive toward Shadyside, the bright headlights of the cars in the opposite-direction lane hurting her eyes. Meanwhile, Joe rambles about all the trouble she's in; Joe is positive that Marie is responsible for the hit on Tony Sliva as well as the attack on Macelli. Marie finally pulls over and asks Joe to drive, because she's having too much trouble concentrating against the incoming headlights. They swap seats and Joe continues interrogating Marie, finally confronting her on his knowing that she's in pursuit of Macelli, but why she didn't make sure he was dead the first time. Marie finally loses patience and snaps back that she screwed up-- using her vampire voice. Her eyes flash green as she does this. Joe sits back in shock, asking, "What in hell are you?" They pull into the gas station and are met by Morales and Flinton. The two still don't fully trust him, especially when he starts telling them that Marie killed Tony and attacked Macelli-- they look into the car and are not at all believing when they see the slim, demure-looking woman there smiling innocently at them. Flinton puts Joe in his car, warning that he'll cuff him if he acts up again. He then joins Morales in talking to Marie, who does a perfect job of playing innocent and the officers' own belief that Joe is starting to lose it. But in the meantime, Joe happens to glance across the street and sees a flower shop, and gets an idea. He grabs Flinton's walkie and asks for the street address of Manny Bergman. He then asks a gas station employee for directions. Marie spots him and asks Flinton and Morales if she can use the bathroom, which they gladly agree to. Macelli is in Manny's kitchen, heating a piece of meat over the gas stove while eating it. Manny sits at the table with Lenny and Jacko, watching warily. Suddenly Macelli drops his meat and sniffs, saying that Joe Gennaro is nearby. He punches out a window in the kitchen and jumps through it, despite the other three trying to hold him back. Back at the gas station, Flinton finds that Joe gave them the slip. Checking the womens' bathroom, Morales finds Marie has done the same. Macelli finds Joe and ambushes him from behind, clamping one hand around his throat and lifting him up in the air, choking him as Manny tries to plead for Macelli to let Lenny and Jacko handle things. Macelli pays no attention as he chokes Joe, a gleeful look on his face. Finally in desperation, Manny grabs a shovel and whacks Macelli on the back of the head, making him drop Joe but otherwise leaving him unharmed. He acts confused enough for Manny to lead him back into the house while Lenny and Jacko tend to Joe. They find him unarmed but also find a pair of handcuffs on his belt, which they use to cuff him. Manny takes Macelli inside, explaining that he's safe in the house because he's been pronounced dead, meaning even a search warrant can't be served in search of him. But Macelli is more occupied on noting that, despite how hard Manny hit him, his head isn't bleeding at all. Macelli suddenly begins to walk toward Manny, and tears into his neck, his eyes flashing red. Marie's failure to 'finish the food' has made Macelli into a vampire. Fran finds Macelli sitting on the basement floor, his face covered in blood, and Manny in Macelli's lap, seemingly dead, although Macelli is sure he's not; he's begun to figure out some of what's happened to him. Macelli gets up to feed on Fran, but she stabs him with a knife and runs. Macelli pulls the knife out of his chest, seeing he isn't hurt, although he notes that all his clothes are saturated with blood. Lenny and Jacko are carrying Joe away. Marie watches from a tree as they dump Joe into the trunk of Macelli's limo. All at once, Fran rushes out of the house, screaming for help; at the same time, Flinton is approaching in his car, and Macelli steps outside, changed into a new suit. Lenny and Jacko hurry Macelli into his limo and speed off, while Fran runs to Flinton, begging for help with Manny. Marie jumps down to Flinton's car, throws the police light away, and drives off in pursuit of Macelli. Macelli, Jacko and Lenny arrive at a dock, where Macelli plans a horrible death for Joe; to slowly crush him to pulp in the crusher of a sanitation truck, starting with his feet. Marie arrives on the scene just in time, racing her car straight toward the three. Macelli and Jacko fire at her, but she plows into both of them, jumping out of the car and breaking Jacko's neck. Macelli recognizes Marie's face and flees in his limo. Marie takes off in pursuit, pausing just long enough for Joe to jump in through the open passenger window. In the car they quickly fall into another argument. Marie knows how dangerous Macelli is, especially now, after having fed on a human for the first time. Joe, meanwhile, is beginning to understand the truth about what Marie really is-- something he doesn't see as much better than Macelli. Macelli sees Marie in pursuit of him, and the two cars weave their way through the highway traffic as the chase continues. But a bigger problem has just arisen-- dawn is starting to break. Marie sharply swerves to get to an exit and races toward a roadside motel as Macelli, laughing in triumph, drives into the Liberty tunnel. Emerging from the tunnel, Macelli is faced with the rising sun and his skin begins to smolder painfully. He manages to make it to one of his meat packing warehouses and makes his way to a freezer, telling the on-duty employee to leave him in there with the lights off. Macelli crawls onto a meat tray and puts his head on a piece of rump roast, drifting to sleep. The owner of the "Amore" roadside motel leers in amusement as Marie and Joe come inside to check in; Marie hasn't yet uncuffed Joe. She only does so after she's satisfied that they have an agreement on staying for the day. She tells the motel owner that they're staying until sunset; 7:17 pm. D.A. Sinclair is arriving at Manny's home as she's briefed on the incident with him. Flinton says that Fran insists she saw Macelli as Manny's attacker, and that she saw Joe being loaded into Macelli's limo. As Manny is being loaded into an ambulance, Sinclair tells him she knows Macelli is responsible, and asks if she can count on him to press charges. Manny just half-opens his eyes and looks at Sinclair for a few seconds before closing his eyes again. At the motel, Marie has finished showering and washing her hair, and she's turning out the lamps for sleep; using only candles. Joe sits on the sofa, smoking a cigarette, unashamed to admit he's too afraid of being attacked in his sleep, to get any rest, although he proves willing not to pull away the heavy quilt Marie has placed over the window to keep the sun out of the room. She sits on the sofa and there are a few moments of tension; Marie is starting to like Joe, and she thinks he's starting to feel the same, but he's still revulsed by what he's learned of her existence. Finally she gets into bed and lays down to sleep. Manny is in the hospital; a nurse in his room. The electronic monitor for his heart rate and pulse suddenly flatlines, and the nurse turns at the sound of its alarm. But suddenly the monitor's flatline reverses into a reading for heart rate and pulse again, and the nurse thinks it's just a temporary glitch, and goes about her business. Manny's eyes open to reveal they're bright red. Unseen by the nurse, he pulls the tubes and electrodes off his arm and chest, and starts to get out of bed. He approaches the nurse, intent on feeding on her. Still unaware of what's happening behind her, the nurse opens the shades to let in the sun. A second later, both Manny and the nurse are screaming; she in terror and fright, he in agony as the sunlight begins destroying him. Doctors rush in, and can only watch in horror as Manny burns to ash. Fran faints as she sees her husband's horrible fate. Joe has finally fallen asleep in the motel, although he sleeps lightly and jolts awake as Marie's bed creaks. He tiptoes to the bathroom and peeks under his shirt, relieved to see no bite marks on his neck. He comes back out and watches Marie sleep. He's starting to come to terms with his attraction to her, very slowly reaching a hand out to touch her hair. The touch awakens Marie quickly, and her look turns soft and compassionate as she understands the look in Joe's eyes. She stretches a hand out to him, and Joe's caution returns. As he starts returning to the sofa, Marie throws a pillow at him. He catches it and throws it back; she likewise catches it and puts it back beside her. Joe wants to set out after Macelli, believing they can catch him while he sleeps, but Marie warns him that he'll only sleep while undisturbed; he can snap awake as quickly and fully as she just did, and move just as fast; demonstrating her speed by moving from the bed to behind Joe in the snap of her fingers. Turning playful again, she pushes him down on the bed and leans close over him. She starts leaning in to kiss him, and he almost relents but suddenly rolls over on top of her, Marie not resisting. Again they almost kiss, and again Joe shies away at the last second, sitting up on the edge of the bed, only semi responsive as Marie starts coming on to him. Marie hands the handcuffs to Joe and prostrates herself on the bed, her wrists behind her back, inviting Joe to cuff her. After a second he does, and then he undresses and climbs into bed with her. They start making love, Joe finally losing the rest of his fears as both of them become passionate. Marie easily busts the handcuffs apart and takes Joe in her arms. As they climax, Marie's eyes start changing color, between pale blue, green, yellow and red. Frank and Ray meet Lenny at the meat packing plant, outside the freezer. Macelli had called Lenny and had him send for the others. Lenny is deeply worried, telling the others to just 'look at' Macelli, and maybe they'll agree it's time to pass the torch to a new boss. Entering the freezer, they find Macelli lounging on the metal tray. He tells them he feels better than he ever has, before revealing he overheard what Lenny said to Frank and Ray. Lenny balks at approaching Macelli, and for good reason; Macelli grabs him and feeds on him, before ordering the frightened Ray and Frank to stow Lenny in the trunk of Macelli's limo, and to bring him some clean clothes. It's sunset, and Marie and Joe leave the hotel to set off after Macelli. Their relationship has taken a significant upturn as they get into the car. Macelli's limo pulls up in front of the 'Melody Lounge' strip joint. Macelli opens the trunk of the limo, and Frank and Ray are astounded to find Lenny quite alive, if a bit dazed and confused. They go inside, and Macelli takes the others to a private office upstairs. Lenny starts looking at Frank and Ray thirstily as Macelli explains that they're now in charge of town; no other rival crime family will be able to touch them. Frank and Ray are quickly 'initiated' by Macelli and Lenny into the 'new family.' Marie and Joe pass by the Oyster House, finding only two men standing outside. Joe knows this means Macelli isn't there. Tommy and Vinnie, two more of Macelli's men, arrive at the strip club, where Macelli has them initiated at the teeth of Frank and Ray. Marie and Joe don't find Macelli at Bloomfield. Joe says the next place to check is the Melody Lounge. Flinton and Morales are also arriving at the Lounge. One of the dancers is an informant, softly saying into Morales' ear that Macelli is there, and upstairs. But the Lounge owner recognizes the two officers and quickly calls upstairs to alert Macelli. Flinton and Morales storm into the office, guns drawn and ready, and find Macelli's men sitting casually on sofas and chairs, unworried and unfazed; faces smeared in blood. Macelli drops down from the ceiling, easily disarming the two cops of their guns. Marie and Joe arrive at the lounge, finding it closed. But neither locked doors nor a bat-wielding lounge owner can stop Marie any more than an insect could. Marie foils an ambush by Ray, throwing him downstairs where he lands on top of Joe. Ray's eyes glow as he tells Joe he's going to devour him. Joe sneaks his gun out of his waistband and blows Ray's head off. Marie finds Flinton on the floor, dead, and Morales tied to a chair, 'for dessert later.' Tommy and Vinnie are waiting in ambush. There is a tension filled standoff until Joe arrives, distracting Tommy and Vinnie so Marie can break their necks. Joe tells Morales to call for backup and warn them exactly what they're up against. Macelli, Frank and Lenny are on the roof of the lounge, plotting conquest. Marie finds her way up there, proving a crack shot with a revolver, putting a bullet through Frank and Lenny's foreheads right into their brains. But as she pulls the trigger again to finish Macelli, there's an empty click; the gun is empty. As Macelli advances on her, she discreetly pulls out the door knob and then tries to stab him with the connecting rod. He grabs her wrist and they grapple before Macelli pulls his gun and shoots her three times in the stomach. Joe arrives on the roof top and shoots Macelli in the chest twice. Macelli leaps off the roof, taunting Joe to try and follow him that way. A second later and Macelli is sandwiched in a collision between a taxicab and a bus in the middle of the street. Hurrying downstairs in pursuit, Joe finds Flinton has awakened as a vampire, and is forced to shoot him in the head. Marie and Joe arrive downstairs, finding Macelli smugly challenging them. Joe looks down and notices the crash has caused both the bus and taxicab to leak gasoline onto the ground. Grabbing a cigarette lighter, He ignites it and throws it down, igniting the gasoline. As much as he's learned about his new powers, Macelli overestimates them, thinking he's invincible. He makes no move to avoid the approaching fire. The taxicab and bus explode, engulfing him in flames. Even immolated in fire, Macelli thinks he can't be beaten, striding boldly toward Joe and Marie, telling them he is 'the light.' Joe raises his gun and fires, putting a bullet into his brain. Dawn has again started to arrive; the first hints of red appearing in the sky. To Joe's horror, Marie turns and starts walking straight toward the sunrise to kill herself. He runs after her, and she listens, stunned, as Joe tells her he loves her. He takes her by the shoulder and gently leads her to a hotel. Even knowing that she has to kill, he now understands the code she lives by. As he rings for the hotel desk clerk, Marie thinks to herself that Joe makes her feel alive. He looks over his shoulder at her, and she smiles.

Pampered African prince Akeem rebels against an arranged marriage and goes to America in the guise of a student, to find a bride who is independent and loves him for himself.

In 1916, the notorious bandit El Guapo (Alfonso Arau) and his gang of thugs are collecting protection money from the small Mexican village of Santo Poco. Carmen (Patrice Martinez), daughter of the village leader, searches for someone who can come to the rescue of her townspeople. She goes to a town bar looking for sharpshooters who can help her against El Guapo. But nobody is willing to step up. One shooter steps forward, but he wants sexual favors from Carmen in exchange for his help. While visiting a small village church, she remains to watch a silent film featuring "The Three Amigos" and how they team up to save a Mexican village from the oppression of bandits. Lucky is an expert with the lasso, Ned is a gunslinger, and Dusty is fast with knives. In the film, they refuse payment from the villagers, rather saying that justice is their reward. Carmen finds the address of the Three Amigos, from the wagon that was transporting the film reel across Mexico. Believing them to be real heroes, Carmen sends a telegram to Hollywood asking them to come and stop El Guapo, in exchange for 100,000 Pesos. However, the telegraph operator edits her message down since she has very little money to pay for it. The message reads "You are Great. 100,000 Pesos to come to Santo Poco and put on a show. Stop the infamous El Guapo". Meanwhile, Lucky Day (Steve Martin), Dusty Bottoms (Chevy Chase), and Ned Nederlander (Martin Short) are Hollywood silent film actors who portray the heroic Amigos on screen. When they demand a salary increase, studio boss Harry Flugleman (Joe Mantegna) fires them. He has them evicted from the studio mansion, banned from his lot, and the clothes they borrowed from the wardrobe repossessed. Shortly afterward, they receive Carmen's telegram but misinterpret it as an invitation to make a film with El Guapo (they misunderstand the word "infamous" and believe that infamous is when a person becomes more than just famous and reckon El Guapo is a big movie star in Mexico). After breaking into the studio to retrieve their costumes, the Amigos head for Mexico. At a cantina near Santa Poco, a German pilot inquires about El Guapo and demands respect for his friends who will arrive soon. The German is a fast draw and shoots anyone who aims a gun at him. Stopping at the cantina near Santo Poco, the Amigos are mistaken for associates of a fast-shooting German pilot (Kai Wulff), who is also looking for El Guapo and who arrived just before they did. They mistake the fearful patrons for starstruck fans and perform a cheerful song-and-dance ("My Little Buttercup"). After they leave, the German's associates arrive and shoot up the cantina when the off-guard patrons mock their fine clothes. A relieved Carmen picks up the Amigos and takes them to the village, where they are put up in the best house in town and treated very well. The next morning, when three of El Guapo's men come to raid the village, the Amigos do a Hollywood-style stunt show that leaves them very confused. The bandits ride off, making everyone think that the Amigos have defeated the enemy. The village throws a boisterous celebration for the Amigos and their (supposed) victory. In reality, the men inform El Guapo of what has happened, and he decides to return in force the next day and kill the Amigos. The next morning, El Guapo and his gang come to Santo Poco and call out the Amigos. But they think it's another show. After Lucky is shot, they realize they are confronting real bandits and beg for mercy. The Amigos confess that they have only been acting and are too scared to confront him after Lucky gets shot in the arm. El Guapo allows his men to loot the village, kidnaps Carmen, and the Amigos leave Santo Poco in disgrace. With nothing waiting for them back home, Ned persuades Lucky and Dusty to become real-life heroes and go after El Guapo. Their first attempt to find his hideout fails. They try summoning a magical swordsman to locate El Guapo, but Dusty botches the ritual and shoots the swordsman. Then they spot a cargo plane and follow it to him. The plane is flown by the German, who has brought a shipment of rifles for the gang with his associates' help. Preparations are underway for El Guapo's 40th birthday party, and he plans to make Carmen his bride. The Amigos try to sneak into the hideout, with mixed results. Lucky is captured and chained up in a dungeon, Dusty crashes through a window and into Carmen's room, and Ned ends up stuck in the pinata. As Lucky frees himself and Dusty sneaks out only to be caught, Ned falls loose and is also captured. The German, having idolized Ned's quick-draw and gun-spinning pistol skills since childhood, challenges him to a shootout. Ned wins, killing the German, and Lucky holds El Guapo at gunpoint long enough for Carmen and the Amigos to escape - first on horseback, then in the German's plane. Returning to Santo Poco with El Guapo's entire army in pursuit, they rally the villagers to stand up for themselves and plan a defense. The bandits arrive in the seemingly empty village, only to find themselves suddenly being shot at by Amigos from all sides and falling into hidden water-filled trenches dug by the villagers. Eventually all of El Guapo's men either desert him or die in the gunfire, and he takes a fatal wound as well. As he lies dying, the villagers - all armed and wearing replicas of the Amigos' costumes - step out to confront him. El Guapo congratulates them on their plan, then shoots Lucky in the foot before dying. The villagers offer to give the Amigos all the money they have, but the Amigos refuse it, saying (as in their movies) that seeing justice done is enough of a reward for them. They then ride off into the sunset, ready to continue being real heroes.

Two complete misfits who aspire to spy for the CIA meet each other. Much to their surprise, they are trained and sent to Central Asia - but no one expects them to survive.

In Los Angeles, California, Ed Okin (Jeff Goldblum) suffers from insomnia. His wife, Ellen (Stacey Pickren), asks if there is anything she can do, but Ed senses her distraction. On the way to work with his friend, Herb (Dan Akyroyd), Ed complains about his dead-end job as an aerospace engineer at Communtronics, and about his complacent wife. Herb suggests he take a midnight flight to Las Vegas, Nevada, and have some fun. Later, Ed dozes off at a meeting, and makes errors upon waking when asked for his input. He leaves work at lunchtime to take a nap, and when he arrives home, he finds Ellen in bed with another man. However, Ed leaves without making his presence known, and returns that evening pretending he does not know of his wife's affair. Later that night, Ed drives to the airport and parks his car. Elsewhere in the parking garage, a man named Hasi is stabbed to death by four men, while his companion, Diana (Michelle Pfeifer) runs away. As the men pursue, Diana asks Ed to drive her to safety. He agrees, and the gun-wielding men give chase. When Ed reports the men to the security guards, Diana changes her story and pretends everything is fine, then persuades Ed to drive her to a marina. Diana seeks shelter on the boat of her former lover, Jack Caper, but finds Jack's friend, Larry (Jack Steinfield), there, and he refuses to help. Ed reluctantly agrees to drive Diana to an address in Hollywood. The four pursuers arrive at the marina and hold Larry at gunpoint while they search the boat. Ed walks Diana into a Hollywood apartment, and is amused to find it decorated in Elvis Presley memorabilia. She explains that it is the home of her brother, Charlie. While Ed waits, Diana telephones her friend, Christie, and asks to stay with her. Charlie returns, dressed as an Elvis impersonator, and argues with Diana about the money she owes him. When she asks him to return the keys to her automobile, Charlie tells her he rented it to a friend. Ed leaves, and discovers his automobile has been towed. Diana begs him to stay and help her, but he refuses. However, when Ed sees her attackers arrive, he and Diana steal her brother's vintage automobile and flee. Ed asks again about the men, and Diana explains that she returned from Europe with an item the men are after. When she refuses to divulge more information, Ed threatens to leave, but is swayed by her pleas. Sometime later Ed and Diana arrive on the set of a television show where Christie, an actress, is filming a scene. Diana bids farewell to Ed, but he waits for her as she speaks to her friend. Christie agrees to hold onto the unnamed item for Diana, and zips it into the hidden pocket of her jacket. Later, Diana telephones her former lover, Jack, to ask for help, but his estranged wife, Joan, hangs up on her. Ed asks Diana to drive him to the impound lot to collect his automobile, but she pleads for his continued help, and reveals that her traveling companion, Hasi, was killed at the airport, and that she smuggled in six valuable emeralds from Europe, that once belonged to an ancient Persian king. Ed wants to go to the police, but Diana fears she will be arrested, as she accepted $25,000 to bring the stones into the country. She asks Ed to contact her friend, Hamid Moratti, on her behalf, while she waits by a telephone for Hamid's call. Ed enters a private casino and asks Hamid's assistant, Mr. Williams, to speak to Hamid. Learning that Diana is in trouble, Hamid agrees to help, and telephones her with instructions to meet him at his hotel. Meanwhile, Ed is spotted by the attackers, but they lose sight of him on the street. However, Ed is confronted by a British man named Colin Morris, who claims to work for a Monsieur Melville. He puts a gun in Ed's mouth, demanding the stones. Ed is saved when police patrolling the area drive past, and Morris leaves. At Hamid's hotel, Diana kisses Ed goodbye. However, after she leaves, Ed fears for her safety, and follows her up to Hamid's suite. Entering the room, Ed sees the stabbed bodies of Hamid, Mr. Williams, and two women, and Colin Morris emerges from the shadows holding a knife to Diana's throat. Mr. Williams rouses and attacks Morris, while Ed and Diana escape down the stairwell. The attackers arrive at the hotel, and chase Ed and Diana, who hail a taxicab. Their driver adeptly outruns the gunmen, before throwing Ed and Diana out of his taxi. Ed and Diana catch their breath at an all-night diner. Ed believes they should go to the police, but Diana insists they visit Jack for help. She tells Ed that she was Jack's lover for five years before he abruptly ended their affair. Ed tells Diana about his insomnia and his unfaithful wife. As daylight arrives, Christie and her director boyfriend, Bud Herman, return to their beach home, and are followed inside by the four gunmen. Elsewhere, Diana and Ed return to Charlie's apartment and find it ransacked. Monsieur Melville emerges from the bedroom and kidnaps them at gunpoint. Meanwhile, the gunmen search Christie's home for the emeralds, and when she escapes to the beach, the attackers pursue and drown her, unbeknownst to Bud. Diana leads Melville to Christie's home to retrieve the stones, but they arrive to find police officers surrounding her home. Diana enters the home alone, so as not to attract attention, and asks Bud for the coat, claiming that Christie borrowed it from her. Police officers question Diana about the break-in and her missing friend, then search the coat before allowing Diana to leave with it. She asks Sheriff Peterson to walk her to the car where Ed and Monsieur Melville await, then tricks Melville into getting out of the vehicle and drives away with Ed. They arrive at Jack's home, but wait until nightfall to sneak into the estate. Once inside, Diana finds her elderly lover lying on a hospital bed. When Jack tells her he is sick and being cared for by his estranged wife, Joan, Diana understands why he never received her messages. Jack assures Diana that he is still fond of her, and dismisses Joan when she enters the room. Diana reveals her plight, and Jack believes that Hasi's aunt, Shaheen Parvizi, is behind the attacks. He suggests they sell the prideful woman the emeralds, and that Diana flee the country. Diana says a tearful goodbye to Jack, then plots an escape with Ed, who agrees to meet with Shaheen and arrange to sell the emeralds. Ed takes three of the six stones to the woman while Diana hides the remaining gems at a flower market. Ed negotiates a deal, and meets Diana at the airport. Before boarding an airplane, Diana telephones Shaheen with the location of the remaining emeralds. After boarding and believing they are safe, they are forced to leave the plane due to mechanical difficulties. Shaheen's men await and take them hostage. As they walk through the airport, Melville arrives and his men attack. However, federal agents step in, and a shoot-out ensues. Diana is held at gunpoint by Shaheen's henchman, and Ed tries to talk the man into releasing her. The exhausted Ed wonders aloud about his unfaithful wife and his inability to sleep, and the gunman unexpectedly shoots himself. Ed and Diana are taken into custody by police and driven to a motel. Elsewhere officers arrest Shaheen at the flower market. Later, a federal agent delivers $750,000 to Diana from an unnamed source she believes to be Jack, and offers Diana and Ed twenty-four hours of protection. In the motel room, Ed finally falls asleep, and Diana kisses him on the forehead. When Ed awakens, he finds Diana gone, and all money in his pocket. Thinking that she ripped him off, Ed searches for Diana, and she returns, smiling at him, and asking for a ride to the airport.

Philadelphia is a bustling commercial center of the USA. People go about their daily lives, which are controlled by the actions and decisions of the few rich who act from behind the scenes. Due to income disparity the poor African American neighborhoods of the city exist next to the neighborhoods of the Uber rich. Duke brothers Randolph (Ralph Bellamy) and Mortimer (Don Ameche) own Duke & Duke, a successful commodities brokerage in Philadelphia, Pennsylvania. Even with a rich lifestyle, the brothers are shown to be misers, as they give a $5 Christmas bonus to their regular waiter at their club. Winthrope is their managing director, very well-mannered and educated. Louis lives in an opulent mansion and has a full-time butler named Coleman (Denholm Elliott) at his disposal. He is served breakfast in bed and receives a private shave in his saloon. He has an endless row of expensive and tailored suits and would not even open the door to his own car (the butler has to open it for him). Louis has a keen business sense and his trading tactics on Pork Bellies futures makes the company an extra $347,000. Louis notices that Mortimer has authorized a check for $50,000 to a person named Clarence Beeks but would not clarify what the payment is for. Holding opposing views on the issue of nature versus nurture, they make a wager and agree to conduct an experiment switching the lives of two people at opposite sides of the social hierarchy and observing the results. Randolph says that Winthorpe is the product of a good environment, but Mortimer argues that Winthorpe would succeed in any environment that he is put into. They witness an encounter between Louis Winthorpe III (Dan Aykroyd), engaged to the Dukes' grand-niece Penelope (Kristin Holby)-and a poor street hustler named Billy Ray Valentine (Eddie Murphy). Valentine runs into Winthrope in the street and as a result Winthrope's briefcase falls to the ground. Valentine picks it to and tries to return it to Winthrope. Valentine is arrested at Winthorpe's insistence that Valentine tried to rob him. The Dukes decide to use the two men for their experiment. Randolph says that Valentine could run their company as well as Winthrope. He also argues that if Winthrope was to lose his job, his home, his fiance and his friends, he would take to a life of crime very easily. Winthorpe is publicly framed as a thief and drugs are planted on him (via Coleman who was briefed about the wager) when he is arrested. He is fired from his job, his bank accounts are frozen, and he is denied entry to the Duke-owned town-house where he resides. He befriends a prostitute named Ophelia (Jamie Lee Curtis) who allows him to stay at her apartment on the condition of receiving a reward once he re-establishes himself in society. Winthorpe soon finds himself ostracized and abandoned by Penelope and his former friends. Meanwhile, claiming to operate an assistance program for the underprivileged, the Dukes bail Valentine out of jail, install him in Winthorpe's position at the company and give him use of Winthorpe's home. Valentine is given a salary of $80,000 per year. Valentine quickly becomes well-versed in the business and acts well-mannered, even applying his street smarts to the job. During the firm's Christmas party, Winthorpe is caught planting drugs in Valentine's desk in a desperate attempt to get his job back. After Winthorpe flees, Valentine hides in a bathroom stall to smoke a joint he took from the desk. The Dukes enter the bathroom and, unaware of Valentine's presence, discuss in detail the outcome of their experiment and settle their wager for $1. Valentine overhears this exchange and seeks out Winthorpe. Winthorpe attempts suicide by overdosing on pills. Valentine, Ophelia and Winthorpe's former butler Coleman (Denholm Elliott) nurse him back to health and inform him of the Dukes' experiment. On television, they learn of a Clarence Beeks (Paul Gleason) transporting a secret report on orange crop forecasts. Winthorpe and Valentine recall large payments made to Beeks by Duke & Duke and realize that the Dukes are planning to obtain this report to corner the market on frozen orange juice. The group agrees to disrupt their plan as revenge. Learning of Beeks' travel plans, the four get aboard his train to switch the report in Beeks' possession with a forgery. Beeks uncovers their scheme and attempts to kill them. He fails and is subdued, and the group dress him in a gorilla costume and lock him in a cage with a real gorilla. They deliver the forged report to the Dukes in Beeks' place and collect the payment intended for him. After sharing a kiss with Ophelia, Winthorpe travels to New York City with Valentine, pooling the money with the life savings of Ophelia and Coleman to carry out their plan. On the commodities trading floor, the Dukes commit all their holdings to buying frozen concentrated orange-juice futures contracts; other traders follow their lead, inflating the price. Before the real crop report is broadcast, Valentine and Winthorpe sell futures heavily at the increased price. After the forecast that the orange crop will be normal, the price of orange-juice futures plummets. As the traders frantically sell their futures, Valentine and Winthorpe buy at the lower price from everyone except the Dukes, fulfilling the contracts they had short-sold earlier and turning an immense profit. The Dukes fail to meet a margin call, being left owing $394 million. The exchange manager orders their seats sold and their corporate and personal assets confiscated, effectively bankrupting them. Valentine and Winthorpe explain to the Dukes that they had made a wager on whether they could get rich while making the Dukes poor simultaneously. Valentine collects $1 from Winthorpe while Randolph collapses holding his chest and Mortimer shouts angrily at his brother about their failed plan, demanding the floor be reopened in a futile plea to recoup their losses. Beeks and the gorilla are loaded onto a ship heading for Africa. Meanwhile, Valentine, Winthorpe, Ophelia, and Coleman vacation on a luxurious tropical beach.

Hiking on a road on the Yorkshire moors of Northern England, American college students David Kessler (David Naughton) and Jack Goodman (Griffin Dunne) come to a small village. They go into the local pub, called the Slaughtered Lamb, where they're coldly greeted by the locals. One of the regulars tells an off-color joke and while everyone, including David and Jack, laughs, Jack asks why the bar has a sort of shrine with candles and a pentacle. The bar is immediately silenced and the locals become even more unfriendly, prompting David and Jack to leave. Before they leave, the locals tell them to stay on the road outside and not to wander into the moors. As Jack and David walk along the road it begins to rain and the fog surrounding them grows thicker. Subsequently, they drift off the road and find themselves disoriented on the moors. They hear the ominous baying of an animal in the distance and Jack suggests they return to the village. They then hear a low growling nearby and catch sight of a large animal, which is circling them. They hurry off in the opposite direction, only to find that the creature has flanked them. Hurrying faster, they break into a run and David trips and falls. While they laugh over David's accident and Jack helps him up, Jack is attacked by a large wolf, which savagely mutilates him. David had run off but runs back when he hears Jack screaming. He finds Jack's body ripped apart and is himself attacked by the wolf, which bites and scratches him on his face and shoulder. Gunshots are heard; the villagers from the Slaughtered Lamb have appeared and have shot the wolf. Before he falls unconscious, David sees the bloodied body of a naked man lying next to him. David wakes up in a London hospital. His doctors and nurses inform him that he's been unconscious for three weeks since the attack and that Jack is dead. The police have also informed his parents about his condition. David is distraught at the thought of Jack's murder and the doctors sedate him. Later, he's visited by a chief of police and a representative from the American Consulate. They question him about the incident where Jack was killed. David doesn't have much to tell them except that Jack was killed by a large and powerful animal. The policeman tells David that he'd talked to the patrons of the Slaughtered Lamb and they'd told him that Jack was killed by a recently escaped murderer. David begins to experience strange dreams that become nightmares; in one, he runs nude through the forest and comes to a bed. He sees himself lying in the bed; when the bedridden David opens his eyes, they appear animal-like and he snarls. After a few days in the hospital, David sees an apparition of Jack, still mutilated. Jack has come back as a spirit to warn David that they were attacked by a "lycanthrope" a werewolf. Worse, David will be doomed to transform into a werewolf himself at the next full moon, a few days from then. Jack also tells David that he must kill himself to break the werewolf's bloodline, or he may attack others and continue the cycle. Jack is incredulous, thinking that his trauma from the experience is affecting his mind. Jack assures him that the curse is very real. One of David's nurses, Alex Price (Jenny Agutter), becomes very attracted to David and invites him to stay with her at her London flat after he's released. The two become lovers. Late one night while Alex is asleep, David wakes up to use the bathroom. He is startled by Jack, whose spirit form has begun to decay. David is still unwilling to believe Jack's warning, even when Jack tells him that he may harm Alex. Jack disappears and David is left still believing he's losing his mind. David is left alone in Alex's apartment when she goes to work. That night, David suddenly begins to scream in pain and he slowly transforms into a wolf. Loose in the city, he first stalks a man on the London Underground. The man hears David's growling and begins to walk quickly away, eventually running as David chases him. He makes it to an escalator and slips, and David kills the man. In another part of the city, David attacks a group of homeless men and kills them all. He also lures a couple out of their house and attacks another couple on the street killing them as well. David wakes up, thinking he suffered another nightmare, and finds that he's naked and in the wolf's pen at a zoo. He steals some balloons from a child & an overcoat from a woman. He rides back to Alex's flat on the Tube. In the meantime, David's doctor, J. S. Hirsch (John Woodvine), travels to East Proctor. Having been suspicious of David's wounds when he was admitted, Hirsch questions the townsfolk there, asking them why David's injuries were fully cleaned & dressed when they turned him over to the medical professionals. The townsfolk are reluctant to answer the doctor's questions, however, one of them meets the doctor outside the pub and tells him what happened and that David is cursed. The doctor returns to London and asks Alex about her new relationship with David. He tells her to keep an eye on him and that she might be in danger. Alex and David go out for a day in London. While they're out, David spots a paper that tells of the murders he committed and how they're going unsolved. David realizes that Jack is right and tries to have himself arrested, even shouting statements that are offensive to Brits. Eventually, he becomes so upset that he runs off, leaving Alex behind. David winds up in a porno theatre at Piccadilly Square. Jack visits him again and introduces him to the ghosts of the people he murdered. They're all quite angry with David and all try to convince him to commit suicide immediately. David suddenly transforms into the wolf again and bursts out of the theatre, attacking people on the street and causing several violent car crashes. He's hunted by the police to a dead-end alley. Hirsch and Alex find him there and Alex tries to calm David down and help him transform back. With some recognition of Alex in his eyes, David leaps at her, feigning an attack. The police shoot him dead immediately. =================== 2 American backpackers are touring around Europe and have arrived in a desolate part of the UK. Before long they are warned by the Locals of The Slaughtered Lamb to avoid the moors at night. Shortly afterwards they are attacked by a mysterious beast which kills one of them and wounds the other. the beast is subsequently killed by the locals and then the fun really begins. After coming round in hospital, David meets Nurse Price and begins to have disturbing dreams. He is visited by his now-dead friend Jack who tells him that they were attacked by a Werewolf and that David will soon become one himself. Shortly after leaving the hospital and moving in with Nurse Price a series of grisly murders takes place. And David realizes that his dead best friend may be right.

The film opens with several aerial shots of the factories and oil refineries around Chicago at night as the images pan overhead to a prison. We next see a prisoner being roused and escorted by two guards through Joliet Prison in Illinois. Is he on his way to the gallows? No, he's up for "standard parole". His personal items are returned to him, including a broken watch and prophylactics. The prisoner is released -- it is Jake (John Belushi). He meets his brother Elwood (Dan Akroyd) outside the prison gate. These are the Blues Brothers. Elwood has shown up in a used Plymouth police car after having traded in their old Cadillac for a microphone. Demonstrating the power of the car, with its cop tires, cop suspension, and 440 cubic-inch power plant, Elwood convinces Jake that this is the new Bluesmobile. They go see the "Penguin", Sister Mary Stigmata (Kathleen Freeman), the head nun at the Catholic orphanage they grew up in in downtown Chicago. She explains that they need $5,000 to pay property taxes, or else the orphanage will be closed by the local Archbishop. Aghast at Jake and Elwood's casual swearing, she beats them with a yardstick and throws them out of her office saying she'll pray for their souls and not to return until they've "redeemed" themselves. Jake and Elwood meet up with their old friend and father figure Curtis (Cab Calloway), a handyman who operates the orphanage who advises them to "get yourself to church". They go to a Baptist church, where Reverend Cleophus James (James Brown) delivers an uplifting sermon. Jake "sees the light" realizing that he must put the Blues Brothers Band back together in order to raise the $5,000. Now they are on a mission from God. That evening during a drive about how to get their old band back together, Elwood runs a red light and the Bluesmobile gets pulled over by a local state trooper police car. The two State Troopers Daniel (Armand Cerami) and Mount (Steven Williams) ask for Elwood's driver's license and registration. Through SCMODS (State County Municipal Offender Database System), the officers learn that Elwood has numerous outstanding traffic tickets and moving violations. The police intend to impound the car, but Elwood takes off, leading to a car chase. Another State trooper car driven by Trooper La Fong (director John Landis) and a "charming Trooper" (Stephen Bishop) joins in on the chase. The Blues Brothers get away (destroying a shopping mall in the process by driving through it), but now the Illinois authorities are searching for them. Both Troopers Daniel and Mount vow to catch or kill the Blues Brothers. Jake and Elwood park their car in a run-down part of the Loop of downtown Chicago where they walk to a fleabag hotel where Elwood is staying. A mystery woman (Carrie Fisher) attempts to kill Jake by firing a rocket launcher at him, but the Blues Brothers duck and the rockets miss. The woman drives away in a red Cadillac. Unfazed, Jake and Elwood enter the hotel (populated by homeless transients). Elwood asks the manager Floyd if there were any phone calls. The manager says no calls but a man named Burton Mercer (John Candy), a local corrections and parole officer, visited looking for Elwood. Jake and Elwood then go to Elwood's small room that sits right near the local L-train line where Jake falls asleep in Elwood's bed. The next morning, the mystery woman arrives at the fleabag hotel just as Troopers Daniel and Mount show up along with Burton Mercer who ID's the correct home address of Elwood. The unknown woman then blows up the entire hotel building with a bomb, but Jake and Elwood walk away from the rubble (as do the cops who were just about to apprehend them). Trying to find their old band members, who have since taken other jobs, they visit a boarding house where one of the members had previously stayed. The landlady doesn't remember where he went, but at the last minute she finds a business card with "Murph and the Magic Tones" on it. That evening, Jake and Elwood find Murph and the Magic Tones playing at a Holiday Inn Hotel lounge whom makes up of keyboardist/lead vocalist Murphy Dunne, guitarist Steve Cropper, guitarist Donald 'Duck' Dunn, drummer Willy Hall, and sax player Tom Malone. During drinks, they agree to rejoin the Blues Brothers Band but demand the money that Jake and Elwood owes them from past gigs. Jake and Elwood visit the swanky Chez Paul restaurant, where another band member and former trumpet player, Alan 'Mr. Fabulous' Rubin, is maitre'd. The brothers behave offensively while eating a meal, tossing food and offering to buy women. Promising that they'll be back to eat breakfast, lunch, and dinner every day at this restaurant until he joins them, Mr. Fabulous reluctantly agrees. The next day, while tooling around in the Bluesmobile, the guys get stuck in a traffic jam. Some Neo-Nazis are protesting on a stone bridge. Proclaiming "I hate Illinois Nazis", Elwood uses the Bluesmobile to force the Nazis to jump off the bridge. The humiliated lead Nazi (Henry Gibson) vows to find those guys and brutally kill them... further adding to the Blues Brothers ever growing list of enemies. Jake and Elwood arrive in a seedy area of Maxwell Street where they park their car and see John Lee Hooker as he plays outside a soul food restaurant. Inside the restaurant, the brothers meet Matt 'Guitar' Murphy, as well as 'Blue Lou' Marini to ask them to rejoin their band. Matt's wife (Aretha Franklin) sings "Think", warning Matt to think about it before leaving the restaurant they own. Matt and Lou quit, and the band is complete. Meanwhile, the mystery woman that is hounding Jake and Elwood is revealed to work and own a local beauty salon. After the salon closes for the night, she reads up in a book on how to operate a flame thrower. The next morning, the band's first stop is Ray's Music Exchange in Calumet City. The proprietor Ray (Ray Charles) shows off the action in a keyboard, singing "Shake A Tail Feather". The band buys $1,400 worth of instruments, on an I.O.U. While driving aimlessly that evening, the Blues Brother's first gig is at Bob's Country Bunker, where the Good Old Boys are scheduled to play. Passing themselves off as the Good Old Boys, the Blues Brothers manage to play both types of music (Country and Western). They earn $200, but drink $300 worth of beer. They skip out on paying. Now Jake and Elwood have yet another set of enemies, that of the bar owner Bob (Jeff Morris) and Tucker McElroy (Charles Napier) the lead singer of the late-arriving Good Old Boys. They get away when the pursuing truck is T-boned by State Troopers Daniel and Mount who have spotted the Bluesmobile. Daniel and Mount place Bob, Tucker, and the Good Old Boys under arrest for speeding and damaging their police car as Mount deadpans, "boys, you are in big trouble". In a sauna the next day, Jake and Elwood have a business meeting with promoter Maury Sline (Steve Lawrence) who agrees to book the Palace Hotel Ballroom for them tomorrow night. The word goes out on the streets -- Jake and Elwood swipe an enormous air-raid siren, strap it to the roof of the Bluesmobile, and use it as a loudspeaker to make announcements throughout the city about the upcoming concert. They run out of gas. The local gas station is also out of gas. Elwood flirts with a chic lady (Twiggy) while waiting for the tanker truck to arrive. The Blues Brothers Band play their concert at the Palace Hotel, beginning with Curtis as an opening act sings "Minnie The Moocher" as they wait for Jake and Elwood to arrive. Having heard about the concert, the authorities lead by Jake's parole officer, Burton Mercer, along with Troopers Daniel and Mount, stake out the joint, planning to apprehend them after the show. Bob, Tucker and the Good Old Boys, having just made bail, also see the advertisement and show up at the concert vowing to kill both Jake and Elwood. Jake and Elwood sneak past the cops and join the band. The crowd is unmoved at first but are soon cheering. The band plays so well that backstage a producer for a major record company offers them $10,000 cash as an advance on their first recording session. Jake and Elwood accept the offer and keep $5,000, asking the producer to send $1,400 to Ray's Music Exchange and to give the rest to the band. The brothers take off through a trap door in the stage while the band continues vamping. The mystery woman confronts them in an underground tunnel, firing an automatic M-16 rifle at them. It is revealed here that the mystery woman is Jake's former fiancee whom he abandoned at her wedding several years ago and she wants to personally kill Jake for her humiliation. Pleading for his life, Jake removes his sunglasses for the first (and only) time in the film. She melts, smiles "oh, Jake", and kisses him. He pushes her to the ground, saying "let's go". The police begin realizing the brothers are making their escape. Jake and Elwood are in the Bluesmobile with 106 miles to get to Chicago, a full tank of gas, a half pack of cigarettes, at night, and they're wearing sunglasses. An epic and climatic car chase begins as the Blues Brothers head towards Chicago to pay the taxes. Bob, Tucker and the Good Old Boys join in on the chase, but Elwood had earlier sabotaged their trailer by spraying super glue to the gas/accelerator peddle which causes Tucker to loose control of the trailer and crashes it into a nearby pond. In the morning, numerous police cars tumble off an embankment, and one (driven by Troopers Daniel, Mount and Burton) ends up in a truck. As they approach the city, all city police authorities are alerted and "the use of excessive force is approved" in their apprehension. The chase continues in Chicago, reaching speeds of 110 mph on Lower Wacker Drive. Dozens of police cars continue to pile up. Hearing chatter on the police radios, the Nazis spot the Bluesmobile and give chase. The Bluesmobile stops at the edge of a highway overpass under construction, but the car with the lead Nazi tumble over the edge. Jake and Elwood arrive at Daley Plaza just in time, as their car literally falls apart. The police buildup continues absurdly, with National Guard units, helicopters, and SWAT teams getting involved. Jake and Elwood hastily make their way to the Cook County Assessor's Office, barring doors and sabotaging an elevator on the way. Hundreds of troops are in pursuit. In the assessor's office they grab the clerk (a cameo by Steven Spielberg) and give him the money to pay the taxes. The moment the tax receipt is handed to them they are handcuffed, surrounded by countless troops with pointed firearms. The film closes with the Blues Brothers and their Band playing their next concert in prison, beginning with "Jailhouse Rock".

In 1962, college freshmen Lawrence "Larry" Kroger (Tom Hulce) and Kent Dorfman (Stephen Furst) seek to join a fraternity at Faber College. They visit the prestigious Omega Theta Pi House's invitational party, but are not welcomed there. They then try next door at Delta Tau Chi House, the campus' most raucous and undisciplined fraternity, where Kent's brother was once a member, making Kent a "legacy." There they find the slovenly John "Bluto" Blutarsky (John Belushi) urinating outside the fraternity house and a wild party already underway inside. The Deltas "need the dues" so they permit Larry and Kent to pledge. They receive the fraternity names "Pinto" (Larry) and "Flounder" (Kent). Vernon Wormer (John Vernon), dean of Faber College, wants to expel Delta from campus due to repeated conduct violations and low academic standing. Since they are already on probation, he puts the Deltas on something he calls "double secret probation" and orders the clean-cut, smug Omega president Greg Marmalard (James Daughton) to find a way to get rid of the Deltas permanently. Flounder is bullied by Omega member and ROTC cadet commander Doug Neidermeyer (Mark Metcalf), so Bluto and Daniel Simpson "D-Day" Day (Bruce McGill) persuade Flounder to sneak Neidermeyer's horse into Dean Wormer's office late at night. They give him a gun and tell him to shoot it. Unbeknownst to Flounder, the gun is loaded with blanks. Unable to bring himself to kill the horse, he fires into the air but the noise frightens the horse so much that it dies of a heart attack. In the cafeteria the next day, smooth-talking Eric "Otter" Stratton (Tim Matheson) tries to convince the stuck-up Mandy Pepperidge (Mary Louise Weller), with whom he'd had a one-time tryst, to abandon her boyfriend, the uninteresting Marmalard, and date him instead. Bluto provokes Marmalard with his impression of a popping zit by stuffing his mouth with a scoop of mashed potatoes and propelling it at Marmalard and table mates, Chip Diller (Kevin Bacon) and Barbara "Babs" Jansen (Martha Smith). Bluto starts a food fight that engulfs the cafeteria. Bluto and D-Day steal the answers to an upcoming psychology test, but it turns out the Omegas switch the discarded exam mimeograph stencil and the Deltas get every answer wrong. Their grade-point averages drop so low that Wormer needs only one more incident to revoke their charter and kick them out permanently. To cheer themselves up, the Deltas organize a toga party. They go shopping at the local market, using Pinto's thick cardigan sweater to hide loads of food they don't want to pay for. During the party Otis Day and the Knights perform "Shout". The dean's alcoholic, lecherous wife, Marion (Verna Bloom), attends the party at Otter's invitation and has sex with him. Pinto hooks up with Clorette (Sarah Holcomb), a girl he met at the supermarket, and makes out with her only to learn she is the mayor's 13-year-old daughter. He later takes her home in a shopping cart, abandoning her at the front door. Due to the party, Wormer organizes a kangaroo court with the Omegas and revokes Delta's charter and all their belongings are confiscated from their house. To take their minds off their troubles, Otter, Donald "Boon" Schoenstein (Peter Riegert), Flounder and Pinto go on a road trip in a car Flounder borrowed from his brother. Otter picks up some girls from Emily Dickinson College by pretending to be the fiancé of Fawn Liebowitz, a girl who recently died on campus. They stop at a roadhouse because Otis Day and the Knights are performing there, not realizing that it caters to an exclusively black clientele. The hulking patrons intimidate the guys and they flee, damaging Flounder's brother's car and leaving their frightened dates behind. Boon breaks up with his girlfriend Katy (Karen Allen) after discovering her sexual relationship with a professor (Donald Sutherland). Marmalard is told that his girlfriend is having an affair with Otter, so he and other Omegas lure him to a motel and beat him up. The Deltas' midterm grades are so poor that an ecstatic Wormer expels them all. He even notifies their draft boards of their eligibility. In the process, before Bluto attempts to speak to the dean, Wormer orders Flounder to speak, saying "Well? Out with it!", whereupon Flounder vomits on the dean. It seems time for the Deltas to give up, but Bluto, supported by the injured Otter, rouses them with an impassioned, historically inaccurate speech ("Was it over when the Germans bombed Pearl Harbor?!") and they decide to take revenge on Wormer and the Omegas. Stork shoves the drum major out from his position at the head of the marching band and leads them down a one-way alley, trapping them. Hoover attaches one end of a chain to a telephone pole and the back of one of the floats, tearing it apart. Several other Deltas use a makeshift mortar to launch flares onto the street. When Neidermeyer and his ROTC unit chase after the Deltas, Flounder tosses a large jar of marbles in their path, spilling them all to the pavement. Flounder produces a large soda sprayer for Neidermeyer but he's forced to retreat when Neidermeyer loads his marching rifle with a live round, shooting out the soda bottle. Chip Diller, who gradually becomes hysterical, tries to calm the fleeing crowd and is trampled. To top it all off, the Deltas have converted Flounder's brother's Lincoln into a parade float with the words "EAT ME" sculpted on the sides. They cut the flowered portion away to reveal the work they did to make the car demonic -- the "DEATHMOBILE" -- complete with a turret and train whistle, and ram it into the spectator's bleachers, upsetting the Dean, his wife, the mayor and their guests. Hoover approaches the Dean and asks for one more chance. Finally, the futures of many of the main characters are revealed. The last shot of the film is of Bluto driving away in a white convertible with his soon-to-be wife, Mandy Pepperidge.