A fleet of helicopters sprays for medfly and reveals all the characters along the path of their flight. Dr. Ralph Wyman (Matthew Modine) and his wife, Marian (Julianne Moore), meet another couple, Stuart (Fred Ward) and Claire Kane (Anne Archer) - an out-of-work salesman and a party clown respectively - at Zoe Trainer's (Lori Singer) cello concert and make a spontaneous Sunday dinner date. Marian's sister, Sherri (Madeleine Stowe), is married to philandering cop Gene (Tim Robbins), who invents unbelievable stories to hide his affair with Betty Weathers (Frances McDormand). Betty is in the process of divorcing one of the helicopter pilots, Stormy (Peter Gallagher). Waitress Doreen Piggot (Lily Tomlin) is married to an alcoholic limo driver, Earl (Tom Waits). Television commentator Howard Finnigan (Bruce Davison) lives with his wife, Anne (Andie MacDowell), and their young son, Casey (Zane Cassidy), next door to Zoe and her mother, cabaret singer Tess (Annie Ross). Their pool cleaner is Jerry Kaiser (Chris Penn), whose wife, Lois (Jennifer Jason Leigh), works from home as a phone sex operator, tending to the children while she talks off strange men. Jerry and Lois are friends with Doreen's daughter, Honey (Lili Taylor), and her husband, Bill (Robert Downey Jr.), who works as a makeup artist.