Act One

The curtain opens on an elegant dance at a Casino in the French Riviera. Amidst a well-dressed crowd, multiple women are looking for the prince. Lawrence Jameson (an impeccably dressed Brit) emerges with Andre (his French assistant). The two men have set up a royalty scam ("What They Want") to provide these visiting women "escape from the ennui" – and to live comfortably off their money! One of these wealthy women, Muriel Eubanks, is so taken by this fantasy that she believes Lawrence when he says that her jewelry detracts from her beauty – and hands it over willingly!

As Andre and Lawrence prepare to board a train, Andre warns him that a young American con artist named the Jackal has been rumored to be working along the southern coast of France. Lawrence dismisses the burgeoning con and settles in with his next victim. Freddy Benson, dressed much more cheaply and distinctly American, enters and sits between them. Just as soon as Freddy feigns hunger pains, charitable work and an ill grandmother to this unfortunate woman, her husband returns. Still, he walks away with a twenty-dollar donation.

The scene flashes back to Muriel. Struck helpless by a man who made her swoon under the pale blue moon, Muriel questions, "What Was a Women to Do?"

Back on the train, Lawrence swindles Freddy of his twenty dollars by examining his teeth as an imposter dentist. Not wanting another con in his territory, Lawrence manipulates Freddy into visiting the social playground of Isla de los Muertos (The Island of the Dead). Lawrence exits as Muriel boards, noticing Freddy talking to the prince. When Muriel asks Freddy to give her scarf to the prince, he swears to "give it to him all right" as he discovers that he has been swindled twice! Back at the chateau, Lawrence is paying Andre for his assistance, and the men coalesce on their history and the discovery of the Jackal. As they prepare to welcome oil heiress, Miss Jolene Oakes of Oklahoma, they are surprised to open their doors to Freddy! Freddy is prepared to tear Lawrence apart but finds himself mesmerized by the Villa. Freddy realizes that he's been missing his potential and all the "Great Big Stuff." Freddy begs Lawrence to show him the ropes. Intrigued by the challenge, Lawrence accepts – only to be criticized harshly by Andre ("Chimp in a Suit").

In the next scene, Lawrence begins Freddy's continued education. Jolene arrives with a flourish from a shopping rendezvous and surprises Lawrence with wedding plans for the next day! Lawrence questions if he's missed a scene while Jolene paints a picture of their idyllic future ("Oklahoma"). When Lawrence tries to evade her plans, she points a pistol at his feet and forces him to join in her big Western dance number.

The three cons are stuck on how to handle the dissolution when – suddenly in a pin spot – Jolene shrieks, "You Have a Brother?" Jolene is introduced to Lawrence's mad brother, Ruprecht (portrayed with hilarity by Freddy), in the dungeon of a basement. Ruprecht eats a goldfish, licks his brother and mounts him before even greeting Jolene. When he is finally introduced, he calls her "mother" and goes wild before being "sedated." Lawrence closes the scene and his relationship with Jolene by detailing "All about Ruprecht."

An "Alleluia!" is heard in the distance as the lights come up on Andre making a donation to The Abbey of Beaumont sur Mer. As the docent turns around, it is revealed to be Muriel! She is so eager to talk to the prince that she has spent five days trying to find his country. She is thrilled and appeased simultaneously when Andre reveals that the prince plans to memorialize her image with a commemorative stamp ("What Was a Woman to Do – Reprise 2").

We see Jolene leave in a hurry as Freddy and Lawrence toast their success! The Hotel Manager brings Andre a dossier of Miss Christine Colgate – the American Soap Queen. Andre asks the manager to extend his hospitality for her, and the staff whisks into preparation. Freddy and Lawrence now place a bet: the first one to get $50,000 from the next target will gain control of the territory. The loser must abdicate and leave town permanently. When the overly enthusiastic, yet clumsy, Christine enters ("Here I Am"), the men shake hands.

We find Christine at the casino. Lawrence places his bet (and body) coyly beside Christine before being split by the disabled U.S. Army officer, Buzz (Freddy, in a decorated costume and wheelchair). Freddy wheels over Lawrence's foot before asking Christine to assist him in placing his bet because of his "bad luck." When she loses for the both of them, he is followed by Christine to the terrace, where he confesses that the chip was his last hope. Freddy tells Christine a long wrenching story of his paralysis and how he needs $50,000 for an operational cure from specialist, Dr. Emil Shuffhausen. The affected Christine begins to write a letter to the doctor and assures Buzz not to worry ("Nothing Is Too Wonderful to Be True").

Andre and Lawrence observe this act and watch Christine escort Freddy back to her room to finish the letter. Christine clumsily spills hot soup on Freddy's groin. Unable to react, Freddy suffers in his creation as Buzz. Meanwhile,Muriel is checking back into the hotel downstairs, Andre is paying a bellboy to page the doctor and Lawrence is preparing his next character. The act closes with Christine introducing Buzz to Dr. Emil Shuffhausen (who happens to be in the hotel... and happens to be Lawrence)!

Act Two

Dr. Emil Shuffhausen "tests" Buzz's paralysis by increasingly inflicting pain on his lower body ("Ruffhousin' mit Shuffhausen"). Freddy attempts to cover his pain by yodeling. Soon, all three are singing and yodeling with varied emotions. The game is almost up when Muriel comes upon Lawrence impersonating the doctor. He covers by inconspicuously saying that he is traveling incognito. Lawrence manipulates Muriel into praying while he quickly escapes with Christine. Meanwhile, Andre tries his best to seduce Muriel like a true Frenchman ("Like Zis, Like Zat"). Creating a moonlit scene, accompanied by an accordion player, Muriel and Andre dance until they unexpectedly kiss.

Back in Lawrence's Villa, Freddy is left in his wheelchair at the bottom of the stairs while Lawrence gives Christine a tour and makes private attempts to get close to her. The doctor assures Christine that, if Buzz wants to walk, he can and will! Freddy crawls up the stairs when he hears Lawrence and Christine dancing. Lawrence simply shuts the door to fuel the paraplegic's envy ("The More We Dance"). Unaware to Lawrence, the suffering Freddy is befriended by Sailors who volunteer to put Lawrence on a ship to Honduras!

Freddy, Christine and Lawrence are walking home through the gardens. Freddy asks for a goodnight kiss and is surprised when he gets one – from Lawrence – before being whizzed offstage. Lawrence then discovers that Christine is not as rich as they thought. Christine Colgate isn't an heiress; she simply won a contest. She is selling off her prizes (including a car and her jewelry) to fund Buzz's surgery and the doctor's fees. When Christine leaves, Lawrence tells Freddy that they ethically need to call it off. However, Freddy calls Lawrence on his growing attraction to her, and they wager again on who can get her love first. Suddenly, Lawrence is captured in a net by a gaggle of sailors and is whisked away.

Buzz returns to Christine's suite and confesses his love. Buzz believes that he can walk again if he had a love to walk to ("Love Is My Legs"). Backed by a gospel choir, Buzz stands, staggers and finally "accidentally" falls on top of Christine. Instantly, Dr. Emil Shuffhausen interrupts and escorts his patient "back to bed" – where Freddy is next captured by sailors!

"Dr. Emil Shuffhausen" takes the touched Christine to the train station. Once there, he waives all fees and forbids her to call the emotional Buzz. Lawrence has an epiphany as he watches her depart ("Love Sneaks In"). At the same time, Andre and Muriel emerge from their love nest and say their goodbyes while murmuring their lust. ("Like Zis, Like Zat – Reprise")

Freddy manages to return to Christine's suite, only to find her gone. As he says his goodbyes, he begins to purloin objects from the room. Suddenly, Christine reappears and professes her love for Buzz. Christine wants to consummate her feelings immediately. As she disappears to the bathroom to prepare, Freddy celebrates his victory ("Above the Waist"). When Christine emerges, her innate clumsiness causes her to knock her new beau unconscious.

Andre finds Lawrence to tell him that he has lost the bet to Buzz. When there is a knock on the door, the men expect to see a gloating Freddy. Surprisingly, it is a weeping Christine! She informs them that Buzz disappeared after they made love and took all of her valuables – including the $50,000 that was shipped from the USA!

Lawrence is moved and personally covers her losses by packing a suitcase with $50,000 of his own money. Christine takes it, but returns. Equally touched by his generosity, she hands the suitcase back and states that she simply cannot accept it.

When Andre arrives to announce that the Jackal was captured, Freddy enters in Christine's robe and fuzzy slippers. Lawrence is angry at him for taking Christine's money. Freddy informs him that Christine knocked him out and then robbed him! ("The Reckoning") The men rush to the suitcase – it is filled with Freddy's clothes and a note from the Jackal. Christine announces her departure from the orchestra pit as it is revealed that she is the Jackal!

Back at the airport, Muriel and Andre are exchanging quick goodbyes. Andre keeps turning back to offer Muriel additional amenities but, before he can ask, Muriel volunteers to stay! The men reflect on how and when they had been "had." As they prepare to say goodbye, Christine returns with a group of wealthy tourists... and a proposition. The men accept and the three celebrate being dirty rotten crooks, singing "Dirty Rotten Number!"