Trama

An ex-F.B.I. Agent (Tommy Lee Jones) and an ex-mob lawyer in the Witness Protection Program (Morgan Freeman) have to put aside their petty rivalry on the golf course to fend off a mob hit.

Defense lawyer Duke, who once defended the heads of the world's most dangerous criminal teams, now manages the luxury resort Villa Capri in Palm Springs, California. Leo, a former FBI agent, arrives at the resort and repeatedly beats Duke at every competition. As manager of the resort, Duke is initially threatened by the newcomer's activities with the ladies and competitive nature. Their competition even extends to a rivalry over Suzie, the regional director of the resort chain. During the competitions Duke's life is put in danger multiple times and he realizes that the mafia has found him and is attempting to kill him. Duke and Leo must work together to defeat the mafia and save Duke's life during the Christmas season at Villa Capri..

Defense lawyer Duke Diver (Morgan Freeman), who once defended the heads of the world's most dangerous criminal gangs, now manages the luxury resort Villa Capri in Palm Springs, California. Leo (Tommy Lee Jones), a former FBI agent, arrives at the resort. Leo parks in Duke's parking spot and is intent of gaining his attention from the get-go.

A New Jersey woman named Delilah (Jane Seymour) becomes livid when she sees an ad for the luxury resort-style senior living Villa Capri in Palm Springs, California, and she sees photos of William Dupree in it. Calling her son, she tells him where the man who put his dad in prison is, asking for his head for this year's Christmas gift. Apparently, Dupree was their lawyer and did not do a good job of defending the woman's husband.

Duke and Leo start a friendly rivalry as Leo is a newcomer, whereas before him Duke was a "Casanova" of the resort. Duke travels everywhere in his own golf cart, which is decked out like a Hummer. Duke regularly withdraws large amounts of money as petty cash from the resort accounts and uses them for personal expenses. Jimmy (Nick Peine) is Duke's PA and Ginger (Kristen Rakes) is his accountant.

Margarite (Glenne Headly), Roberta (Sheryl Lee Ralph) & Lily (Elizabeth Ashley) are the "hot old ones" at the resort who pine after Duke. Since Leo has surprisingly paid in cash in full, Duke has Leo invited to that night's poker match. Arriving at Duke's villa, blond Margarite invites herself over. As he goes to straighten up his bedroom, he finds Roberta in lingerie. As he's escorting Margarite home, she reminds him it's poker night. Rushing back to excuse himself to Roberta, he then gets to poker.

Duke's poker buddies are Joey (Joe Pantoliano), Burt (Graham Beckel) and Larry (George Wallace). Leo joins the poker night and claims that he is ex-military and now an international trader. Leo cleans out Duke on poker night, which is a first as Duke is a resident champion at everything. It is Christmas season at the resort and Duke has ordered camels for the Jesus diorama. Duke notices that there is a new camel guy, as his regular guy is off sick.

As manager of the resort, Duke is initially threatened by the newcomer's activities with the ladies and competitive nature. Now, the hot old ladies want to be "handled" by Leo, whom he invites to dinner. Duke challenges Leo to 18 holes of golf (after Leo admits that his game is a bit shaky), and during the match a rattlesnake hidden in his golf bag essentially ends the match. Later, there is a call between the New Jersey woman scolding her would-be hit-man for using a snake.

Their competition even extends to a rivalry over Suzie (Rene Russo), the regional director of the resort chain, who is visiting incognito to evaluate Duke for his annual performance appraisal. Leo comes across Suzie when her dog Romeo climbs on the dinner table where Leo was entertaining the 3 hot old ladies. Leo has the ability to bring Romeo under control and quickly befriends Suzie.

Leo saves Duke at the Secret Santa event when a corporate Santa tries to upstage Duke who always dresses as Santa. Duke gets into a scuffle with the Corporate Santa and Leo joins the fight. They share a drink together. Leo says that he is not interested in the hot old ladies, but things with Suzie look interesting. Duke decides to compete with Leo for Suzie.

Duke is drunk when he first meets Suzie who tells him that she has been sent there to fire someone. Suzie tells Duke that she is a fan of Johnny Mathis. Leo takes Duke back to his villa. The next day Suzie introduces herself as the regional director and announces that she has found several irregularities in the way Duke runs things. Her job is to evaluate the resort's management of expenses. Suzie says that she was the one who sent the corporate Santa to the resort, by making a national deal on similar services at all her resorts. She's shown different activities offered, including tango, Tai Chi and sex workshops. Duke's staff and customers rally behind him and say they like the way Duke runs things "their way".

On the grounds Suzie comes across Leo, who's landscape painting. Duke comes up, perturbed and while they are talking, a coyote starts to carry off her dog Romeo. Leo grazes it with a bullet, so it drops it, and he whisks Romeo and Suzie off to the vet.

On their return, Duke says the Villa Capri is not big enough for both of them. Leo proposes a series of competitions to Duke including Chess, Ping Pong, weightlifting, throwing cards into a hat, bench pressing, and limbo, which Leo loses because of his back. Duke wins the contest.

Suzie asks for all past accounts for the resort to do a thorough investigation. The first thing she finds is that Duke has no history in corporate America. This sets the alarm bells for Duke and he talks his way out of it.

At the Christmas party, Duke accompanies Johnny Mathis on piano, his friend and Suzie's crush. When Leo asks her to dance, Duke gets mad and challenges him to a round of golf on Christmas day. During the competition, Duke's buddies plan on helping him win by moving the ball around the golf course into spots favorable to Duke. However, an explosion on the big golf cart causes Duke to run. He realizes the mafia has found him and is attempting to kill him.

Duke begs Leo not to bring law enforcement into the mix. Duke wants Leo to hide him, but in order for that Leo demands the truth. Duke admits he was a mob lawyer named William Dupree. Dupree turned state Approver when he realized that he was working for the mob. Duke says that he has made a life for himself at Villa Capri and doesn't want to give it up. Both Duke and Leo are attacked by a mysterious shooter, who manages to escape when Leo's pick-up truck engine goes bust. Looking at the CCTV footage figure that the guy trying to kill Duke is the mob boss's son Oscar (Mel Raido), who was staying at a local motel and entered the resort as the camel guy.

Suzie reveals that whenever she was sent by corporate to fix things, they somehow got worse. So, she begs Leo does not involve the FBI and deal with the Duke situation under wraps. Yet, she is still fired by corporate for failing to produce results. Suzie is kidnapped by Oscar. He wants to trade Suzie for Duke. Duke & Leo track Oscar down and capture him and release Suzie. All ends well as Duke is given a new identity and shifted as manager for a resort in Florida. Meanwhile Leo and Suzie end up together.