The film stars Christian Slater and Patricia Arquette with a supporting cast featuring Dennis Hopper, Val Kilmer, Gary Oldman, Brad Pitt, and Christopher Walken.
Clarence Worley (Christian Slater) watches a Sonny Chiba triple feature at a Detroit movie theater on his birthday where he meets Alabama Whitman (Patricia Arquette). They go to a diner and flirt with each other. At Clarence's apartment they have sex. She confesses that she is a call girl hired by Clarence's boss as his birthday present. Each claims to have fallen in love and they marry and express their commitment with one another by getting tattoos. An apparition of Elvis Presley (Val Kilmer) tells Clarence that killing her pimp will make the world a better place.
Clarence visits Alabama's pimp, Drexl Spivey (Gary Oldman), who makes Clarence uneasy. Clarence tells Drexl that he has married Alabama and she has no additional business with him. Drexl and Clarence fight, Clarence draws a gun and kills Drexl. He grabs a bag that he assumes contains Alabama's belongings (which in fact contains drugs that Drexl's peddling). Later Clarence and Alabama go to see Clarence's estranged father, Clifford Worley (Dennis Hopper), a former cop. Clifford tells Clarence that the police assume Drexl's murder is a drug-related killing, and that the cocaine belonged to Irish mob boss "Blue Lou" Boyle.
In Los Angeles, the young couple plan to meet Clarence's old friend, Dick Ritchie (Michael Rapaport), an aspiring actor. Back in Detroit, Clifford is confronted in his home by Don Vincenzo Coccotti (Christopher Walken), Boyle's consul in the Detroit Mafia, who wants the drugs taken from Drexl. Clifford refuses to reveal where his son has gone. Accepting that he is going to die anyway, he insults Coccotti by claiming that Sicilians are "niggers" descended from the Moors. Coccotti shoots Clifford in the head and then finds a note on the fridge giving Clarence's address in L.A.
Clarence plans to use Ritchie's contacts with an actor named Elliot Blitzer (Bronson Pinchot) to sell the drugs to film producer Lee Donowitz (Saul Rubinek). Elliot goes on a roller coaster ride with Clarence to discuss the circumstances of Clarence's once in a lifetime score. Clarence lies to Elliot about a connection he has with a corrupt police officer, but is convincing enough to make Elliot believe him.
Alabama is found in the motel room of the Safari Inn and brutally interrogated by Coccotti's underboss, Virgil (James Gandolfini). In the subsequent fight, Alabama kills Virgil.
Elliot, who has some of the cocaine, is stopped for speeding and is arrested for drug possession. Believing Clarence's story of getting the drugs from a dirty cop, he informs on Donowitz.
Alabama and Clarence talk of moving to Cancún with the money from the drug deal. Knowing that the cocaine was uncut, and with Elliot "confessing" in order to avoid prison, detectives Nicholson (Tom Sizemore) and Dimes (Chris Penn) conclude that a sizable drug deal is about to go down. Promising him that he can avoid prison in return for cooperation, the two detectives have Elliot wear a wire. Coccotti's crew learn where the deal is going down from Ritchie's roommate, Floyd (Brad Pitt).
Clarence, Alabama, Ritchie, and Elliot, with the drugs, visit Donowitz's suite at the Ambassador Hotel. In the elevator, Clarence confronts Elliot at gunpoint, accusing Elliot of trying to set him up, but Elliot reassures Clarence that there is no setup. Clarence makes a good impression on Donowitz, then excuses himself to the bathroom, where he has another conversation with Elvis. Meanwhile, Donowitz and his bodyguards are ambushed by both the cops and mobsters who break in at almost the same time. Realizing that Elliot is an informant, Donowitz throws a pot of coffee on him. Nicholson then shoots Donowitz, which leads to a violent shootout. Ritchie abandons the drugs and flees. Almost everyone is killed in the crossfire. Clarence is shot as he exits the bathroom. Dimes, who survived the shoot-out, kills one of Donowitz's wounded bodyguards for shooting Nicholson. Alabama then shoots Dimes. A sole mafioso makes it to the lobby and takes a hostage, but is gunned down by the police descending on the hotel turned war-zone. Clarence is alive but loses sight in an eye. They escape with Donowitz's money while more police set a perimeter around the hotel. In the aftermath (which appears to be several years later) Clarence and Alabama are shown on a beach in Cancún, with their young son, Elvis.
- Christian Slater as Clarence Worley
- Patricia Arquette as Alabama Whitman
- Michael Rapaport as Dick Ritchie
- Bronson Pinchot as Elliot Blitzer
- Saul Rubinek as Lee Donowitz
- Dennis Hopper as Clifford Worley
- James Gandolfini as Virgil
- Gary Oldman as Drexl Spivey
- Christopher Walken as Don Vincenzo Coccotti
- Chris Penn as Detective Nicky Dimes
- Tom Sizemore as Detective Cody Nicholson
- Brad Pitt as Floyd
- Val Kilmer as "Mentor" (Elvis)