Stephen Frears	...	(Director)
Jim Thompson, Donald E. Westlake	...	(Writer)
Anjelica Huston	...	Lilly Dillon
John Cusack	...	Roy Dillon
Annette Bening	...	Myra Langtry
Jan Munroe	...	Guy at Bar
Robert Weems	...	Racetrack Announcer
Stephen Tobolowsky	...	Jeweler
Jimmy Noonan	...	Bartender
Richard Holden	...	Cop
Henry Jones	...	Simms
Michael Laskin	...	Irv
Eddie Jones	...	Mintz
Sandy Baron	...	Doctor
Lou Hancock	...	Nurse
Gailard Sartain	...	Joe
Noelle Harling	...	Nurse Carol Flynn
Elmer Bernstein	...	Composer
Oliver Stapleton	...	Cinematographer
Mick Audsley	...	Editor

Summary: Lily works for a bookie, placing bets to change the odds at the track. When her son is hospitalized after an unsuccessful con job and resultant beating, she finds that even an absentee parent has feelings for her child. This causes her own job to go wrong as well. Each of them faces the down side of the grift.