Nick Nolte, Debra Winger, Audra Lindley, Frank McRae, M. Emmet Walsh, Tom Mahoney, John Malloy, James Keane, Sunshine Parker, Santos Morales, John Huston, Ellen Blake, Sharon Ernster, Kathleen Doyle, Mary Margaret Amato
Doc, who has just moved to Cannery Row, realizes that the only entertainment is the brothel. There he meets the spunky Suzy and they fall in love, giving them both a renewed chance at life.