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Real estate agent Maceda (Chris Sarandon) once testified against drug trafficker Orosco (Miguel Najera). Now Orosco is out of prison, and Maceda has a problem. He flees, hiding out at a near-vacant California Central Valley inn where innkeeper Kat (Mariel Hemingway) is happy to have him sign the register. His presence, however, arouses the suspicions of lone cop Gilchrist (Dennis Hopper). Meanwhile, Fed agent Gere (Peter Coyote) hopes to track Maceda before Orosco's thugs pick up the scent.