Major Joppolo and his men are assigned to restore order to the war-torn Italian town of Adano. He has to manage getting supplies into town without interfering with troop movements, all the while dealing with colorful citizens of the town. One of his quests is to replace the bell which orders the town's life.

In the gay '90s, cardsharps take over a Mississippi riverboat from a kindly captain. Their first act is to change the showboat into a floating gambling house. A ham actor and his bumbling sidekick try to devise a way to help the captain regain ownership of the vessel.