Ben Campbell is a young, highly intelligent student at M.I.T. who strives to succeed. Wanting a scholarship to transfer to Harvard School of Medicine to become a doctor, Ben learns that he cannot afford the $300,000 tuition as he comes from a poor, working-class background.

Disenchanted with the movie industry, Chili Palmer tries the music industry, meeting and romancing a widow of a music executive along the way.

The mafia's Paul Vitti is back in prison and will need some serious counseling when he gets out. Naturally, he returns to his analyst Dr.

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