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The film centers on Cisco Pike (played by Kris Kristofferson), an out of luck and out of work musician, and Sergeant Leo Holland (played by Gene Hackman). Cisco is a former drug dealer who has been busted several times by Sgt. Holland, and one night Holland comes to the door and demands that Cisco move a large amount of marijuana for him or suffer jail. He has several misadventures selling the marijuana, meets up with Doug Sahm at a recording studio, has his friend Jesse Dupree visit (played by Harry Dean Stanton, billed as H.D. Stanton for this film), meets a pregnant rich girl and her friend, and tries to make good with the Sergeant in the time alloted to him.The movie was filmed in and around Hollywood, including a concert scene at the Troubador Club in West Hollywood.