after the death of tycoon and philanthropist oscar winterhaven oglethorpe, a ballet company is founded in his name by his widow, lillian (nancy marchand). ambulance-chasing attorney roland t. flakfizer (john turturro) competes against oglethorpe's former attorney, edmund lazlo (john savident), to be director of the company. lazlo is chosen for the position after signing the greatest ballet dancer in the world, roberto "the great” volare (george de la pena). flakfizer — with assistance from his two associates rocco (mel smith) and jacques (bob nelson) — earns a spot as co-director by wooing the wealthy widow and by signing the company's leading ballerina (juliana donald, billed as juli donald) and her dancer boyfriend alan grant (spike alexander). the ensuing struggle between flakfizer and lazlo leads to comic hijinks, including a badger game involving a chorus girl (teri copley), and an opening-night performance ludicrously sabotaged by flakfizer and his cohorts.