Two friends, Billy Foster [Bill Cosby] and Clyde Williams [Sidney Poitier], need to quickly find a way to raise funds for their fraternal lodge, the Sons and Daughters of Shaka. As the lodge’s treasurer, Billy pushes Clyde to pursue a fast, proven scheme: use Clyde’s claimed hypnosis skills—learned during his time as a medic in the Army—to rig boxing matches and maximize profits by betting heavily on the underdog. They set out for New Orleans with their wives, Beth Foster [Denise Nicholas] and Dee Dee Williams [Lee Chamberlin], determined to turn a struggling lodge into a source of real money and community impact.
In New Orleans, their target is Bootney Farnsworth [Jimmie Walker], a scrawny, overlooked underdog whose sparring shows little sign of future glory. Bootney’s coach and the crowd underestimate him, which makes him the perfect mark for a high-risk plan. The group secures a shaky alliance with two notorious gangsters locked in a heated rivalry: Kansas City Mack [John Amos] and Biggie Smalls [Calvin Lockhart]. With the lodge’s dwindling funds, Billy and Clyde decide to hypnotize Bootney into believing he is a hard-hitting powerhouse who cannot be beaten, and then pour what remains of the lodge’s money into highly favorable bets on his upset victory over the reigning champion, 40th St. Black [Rodolphus Lee Hayden]. The hypnotic transformation works, and Bootney dominates the bout, knocking out 40th Street Black in a dramatic upset.
After the victory, Clyde manages to de-hypnotize Bootney just long enough for them to slip away and return to Atlanta. The lodge hosts a grand celebration dinner, where Elder Johnson [Ossie Davis] speaks about the many beneficial uses of the funds, including the possible start of a nursery school for the children of lodge members. Yet the party is interrupted by the arrival of Mack, who has pieced together that the fight was rigged. He proposes a high-stakes deal: reproduce the hypnosis in Bootney’s rematch with 40th Street Black, but ensure the second, non-hypnotized Bootney regains his strength in time for the public eye, allowing Mack to cover bets while the draw is used to maximize profit.
Billy and Clyde accept, under pressure from Bubbletop Woodson [Julius Harris], and attempt to stage a second hypnotic sequence. This time Bootney’s rapid improvement outpaces Clyde’s ability to keep up with the training, and the pair are forced into a desperate gambit. They slip into Bootney’s hotel room through an open window, only to be caught by Bootney’s trainers. A last-minute reversal comes when Clyde hypnotizes Lt. Bottomley [Val Avery] of the New Orleans police to secure their release, sparing them from immediate trouble. A new plan unfolds: Beth and Dee Dee will place large bets using disguises, while Clyde pretends to work with a Chicago syndicate to reassure the Bettors.
The first round of the rematch ends in chaos, as Bootney and 40th Street Black exchange knockout punches at the same time, and the referee declares a draw. The chase is on as Mack and Smalls scramble to reclaim their losses, while Billy and Clyde slip through a network of bookings and phone tricks. They manage to collect money from Beth and Dee Dee and return most of it to the bookmakers, all while keeping a portion for their lodge. The police become a backdrop to their scheme as Lt. Bottomley is once again maneuvered into keeping the scheme out of sight, but the ruse begins to unravel.
In a climactic turn, Billy explains to Mack and Smalls that both men would be better off cooperating with the truth rather than chasing a dubious windfall. He reveals evidence of their dealings stored in Lt. Bottomley’s safe, and Bottomley warns that any harassment or disappearance would lead to severe jail time for both gangsters. The tension eases as the gangsters realize their power is being watched, and they back off. The film closes with Billy, Clyde, Beth, and Dee Dee returning to Atlanta, sharing a final quip about staging a colossal boxing spectacle—this time pitting Muhammad Ali against Sammy Davis Jr.—as a lighthearted nod to their audacious scheme.