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| Paul Newman | Fast Eddie Felson |
| Tom Cruise | Vincent |
| Mary Elizabeth Mastrantonio | Carmen |
| Helen Shaver | Janelle |
| John Turturro | Julian |
| Bill Cobbs | Orvis |
| Robert Agins | Earl, at Chalkies |
| Forest Whitaker | Amos |
Former pool hustler ''Fast Eddie'' Felson decides he wants to return to the game by taking a pupil. He meets talented but green Vincent Lauria and proposes a partnership. As they tour pool halls, Eddie teaches Vincent the tricks of scamming, but he eventually grows frustrated with Vincent's showboat antics, leading to an argument and a falling-out. Eddie takes up playing again and soon crosses paths with Vincent as an opponent.
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