When ex-cat burglar Bernice Rhodenbarr (Whoopi Goldberg) inadvertently witnesses a murder, she enlists help from her friends, wacko poodle-groomer Carl (Bob Goldthwait) and drunken floozie Frankie (Elizabeth Ruscio), to help solve the crime and prove Bernice's innocence. Next thing you know, Bernice and her pals find themselves trying to outwit tough guys galore and two stupid cops (Anne DeSalvo and John Goodman) in this amiable caper comedy.