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| Danny Glover | Jerry/Narrator |
| Matt Dillon | Matthew |
| Rick Aviles | Rosario |
| Nina Siemaszko | Tamsen, Rosario's Girl |
| Ving Rhames | Little Leroy, Fort Washington Bully |
| Joe Seneca | Spits, Rosario's Roommate |
In New York City, Jerry, a homeless, street-smart Vietnam veteran, befriends Matthew, a mentally ill young man who has recently been kicked out of his home. As Jerry teaches Matthew how survive as a homeless person, the two split time between the streets and a shelter, where they're viciously bullied by Little Leroy . As their friendship strengthens, the two plan to save enough money to rent an apartment.
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