Annette Bening as Myra Langtry and John Cusack as Roy Dillon in The Grifters

Lilly Dillon is an experienced con artist who begins to rethink her life when her son Roy, a small-time grifter, suffers an almost-fatal injury from a punch he receives after a failed scam.

Lilly works for a bookmaker, Bobo Justus, handling playback at the tracks -- that is, betting money to lower the odds of longshots. On her way to La Jolla for the horse races, she stops in Los Angeles to visit Roy, whom she hasn't seen in eight years. She finds him in pain and bleeding internally. When medical assistance finally comes, Lilly confronts the doctor, threatening to have him killed if her son dies.

At the hospital, Lilly meets and takes an instant dislike to Roy's girlfriend, Myra Langtry, who is a few years older than her son. Lilly urges her son to quit the grift, saying he literally doesn't have the stomach for it. Because she leaves late for La Jolla, she misses a race where the winner was paying 70-1. For this mistake, Bobo burns her hand with a cigar.

Myra plays all the angles. She uses her body to persuade her landlord to overlook the rent. She makes a similar offer to a jeweler to get what she wants for a gem she is trying to pawn.

Upon leaving the hospital, Roy takes Myra to La Jolla for the weekend. On the train, she notices him conning a group of sailors. Myra reveals that she is also on the grift and looking for a new partner for a long-con operation.

Myra describes her long association with another man, Cole, and how they took advantage of wealthy marks in business cons, including a greedy oil investor, Gloucester Hebbing. A flashback scene in a plush office building culminates in a fake FBI raid with a fake shooting of Myra to discourage Hebbing from going to the police.

Roy resists the proposition, fearing she may try to dupe him herself. Myra sees his mother's influence behind Roy's decision and makes a move for revenge. She lets it be known that Lilly has been stealing from Bobo over the years and stashing money in the trunk of her car. Lilly is warned by a friend and flees. Myra follows with the intention of killing her.

Roy is called by an FBI agent to identify his mother's body, found in a motel room with the face disfigured. While identifying it as Lilly's, he silently notes that there is no cigar burn on the corpse's hand. Coming back home, he finds Lilly trying to steal all of his money. She shot Myra while being attacked at the motel and arranged things so that it looked like she was the one killed.

Roy refuses to let her go with his money. A desperate Lilly is willing to try anything, first pleading with him, then seducing him, even going so far as to tempt Roy by claiming he is really not her son. Roy calls her disgusting. In anger, Lilly swings a suitcase at him and unintentionally breaks a glass onto his neck, slashing an artery.

Lilly packs up the money as her son's body bleeds to death on the floor. She drives off into the night.