Pamela is a young actress who has moved into New York City from the midwest. She meets up with Carl who is middle-aged tailor of women's clothings and is going through a "mid-life crisis". He sees his son's amourous escapades and longs for better relationship with his wife Anne who is distant at times. He has an affair with Pamela. But Pamela's lifestyle does not go well with him.

Rick has devoloped the ultimate mototcycle, the Cyclone. It is a $5 million bike equipped with rocket launchers and laser guns. Rick meets his fate and it is up to his girlfriend Teri to keep the Cyclone from falling into the wrong hands. Teri can trust no one but herself.

Aspiring actress Lora Meredith meets Annie Johnson a homeless black woman at Coney Island and soon they share a tiny apartment. Each woman has an intolerable daughter, though Annie's little girl Sarah Jane, is by far the worse. Neurotic and obnoxious, Sarah Jane doesn't like being black; since she's light-skinned (her father was practically white), she spends the rest of the film passing as white, much to her mother's heartache and shame. Lora, meanwhile, virtually ignores her own daughter in a single-minded quest for stardom.