When not trafficking in contraband, Sgt. Bilko (Steve Martin) oversees his base's gambling operations and occasionally runs a little con game, all under the oblivious nose of his commanding officer, Col. Hall (Dan Aykroyd). After Bilko's old nemesis, Maj. Thorn (Phil Hartman), shows up, intent on ruining his career and stealing his girlfriend, Rita (Glenne Headly), Bilko must take extra care to cover his tracks while concocting the perfect scheme to take down his foe.