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"It occurs to me that the best way to hurt rich people is by turning them into poor people."
Billy Ray Valentine
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Trading Places, a 1983 comedy film directed by John Landis, stars Dan Aykroyd, Eddie Murphy and Jamie Lee Curtis.

Louis Winthorpe III (Aykroyd), a privileged commodities broker in Philadelphia, has a nearly-perfect life: he lives in a big house owned by his rich employers, has a beautiful rich fiancée, and exclusive country club memberships. During the opening minutes of the film, Winthorpe runs afoul of supposedly homeless con man Billy Ray Valentine (Murphy), and an unfortunate mixup gets Valentine arrested for trying to steal Winthorpe's briefcase.

Winthorpe's bosses, financial tycoons Randolph and Mortimer Duke (Ralph Bellamy and Don Ameche), debate "nature vs. nurture" after witnessing Valentine's arrest. Mortimer believes good breeding makes a man a success, no matter how much opportunity the world provides to him, while Randolph believes a rich man will deteriorate and a poor man will succeed if placed in the right environment. The Dukes decide to run a social experiment by ruining a rich man's life, putting a poor man in the rich man's place, and seeing what happens. Winthorpe and Valentine become the Dukes' "test subjects", and the brothers make a bet on the outcome for "the usual amount".

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The Dukes frame Winthorpe for embezzlement and possession of drugs and use a hooker named Ophelia (Curtis) to further humiliate him in front of his fiancée; Winthorpe loses his job, his house, and his fiancée in short order, and he ends up living with Ophelia, who takes pity on him. After ruining Winthorpe's life, the Dukes arrange for Valentine's release from jail, then give him Winthorpe's job and house. Randolph's prediction comes true: Winthorpe's life spirals out of control while Valentine becomes a success (even though he gains some of the same attitudes against the poor that Winthorpe held).

Valentine eventually finds out about the experiment as well as the brothers' plans to undo all the success he's been having just for their own amusement, then befriends Winthorpe in order to turn the tables on the Dukes. The duo plans appropriate revenge involving a frozen-concentrated-orange-juice crop report, a train to New York, a commodities exchange floor, and the help of Ophelia and Winthorpe/Valentine's butler, Coleman.

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This film provides examples of:

  • Actor Allusion: When Louis is arrested, one of the cops individually inspects each of his possessions, states what it is aloud, and then places it in a cardboard box. The cop is played by Frank Oz, who did the exact opposite (taking items out of the box and returning them to the protagonist) in The Blues Brothers.
  • Alas, Poor Villain: Sure the Dukes are real jerks, and get what they have coming, but Mortimer's futile cry to "TURN THE MACHINES BACK ON!" still pulls your heartstrings a bit.
  • Animal Disguise: Done involuntarily to Agent Beeks after the heroes knock him out and take his place as part of their revenge scheme. He's put inside a (apparently sealed) gorilla suit and left in a cage with an actual gorilla that's being shipped back to Africa. Worse yet, the disguise is so effective, and Beeks has been gagged under the mask to boot, that the gorilla handlers think Beeks is a real gorilla, opting to leave him with the amorous real one. This does not end well for the antagonistic agent.
  • Angry Black Man: Billy Ray to a certain extent.
    • The two thugs who accost Billy Ray in jail, but later befriend him at the party.
  • Arson, Murder, and Jaywalking:
    • Winthorpe's descent into criminality is summarized as "pilfering in our club, embezzling funds, selling drugs, and now he's dressing up like Santa Claus."
    • Also, when Valentine gets Winthorpe's job, exiles him from his house, and basically takes over his life, Winthorpe seems most upset by Valentine wearing Winthorpe's Harvard tie.
  • Artistic License – Cars: Coleman starts Winthorpe's Mercedes 600 Grosser and immediately drives it away. The 600 has a complex hydraulic system that operates everything from the windows and seats to the suspension. It would have to idle for some time to build up sufficient hydraulic pressure.
  • Artistic License – Economics:
    • An error the movie makes in terms of commodities trading is when Billy Ray is discussing pork bellies. The price is shown changing as though it were a stock, with prices sliding down constantly and consistently, with Billy Ray suggesting that they wait until the price gets to a certain point before buying. Commodities don't trade like that: there's no "market price" per se, but rather each trader sells their contracts at a specific price that they determine themselves, which is strongly affected by what everyone else is selling for, but not strictly determined the way stock issues are.
  • Artistic License – Geography: Washington Union Station is depicted as having level platforms. It didn't in 1983, but level platforms were installed in 1988.
  • Aside Glance: It's a John Landis film, so this is to be expected. Billy Ray does it twice.
    • When Randolph Duke explains to him what a B.L.T. is., he looks right into the camera as if to say, "These guys must think I'm a complete idiot."
  • As You Know:
    We took a perfectly useless psychopath like Valentine, and turned him into a successful executive. And during the same time, we turned an honest, hard-working man into a violently deranged would-be killer.
  • Author Catchphrase: John Landis always sticks "See You Next Wednesday" somewhere in his movies. In this film, it's on a movie poster in Ophelia's apartment.
  • Badass Boast: Billy Ray in prison. It nearly ends in tears.
    Billy Ray: A karate man bruises on the inside! They don't show their weakness. But you don't know that because you're a big Barry White looking motherfucker! So get outta my face!
  • Bad "Bad Acting": Winthorpe , Valentine, Coleman and Ophelia do an absolutely awful job pretending to be a Jamaican Rastafari, Foreign Exchange Student from Cameroon, a drunk Irish priest and a Dumb Blonde tourist from Sweden respectively. Beeks sees right through them.
  • Bad Boss: The Dukes spend an entire movie destroying a loyal employee all over a one dollar bet, and decide not to help him.
  • Bad Santa: Winthorpe as Drunken Santa with a Gun.
  • Bathroom Stall of Overheard Insults: The Duke Brothers conclude their bet in the executive washroom. When they reveal their ploy, Billy Ray is in a stall smoking a joint, listening in on the Dukes declaring Winthorpe as damaged goods after his Santa rampage and that they will get rid of Valentine himself because he is a negro, revealing the brothers to be not just scumbags, but racist scumbags.
  • Batman Gambit: Winthorpe and Valentine give the Dukes a fake crop report, expecting that they'll use it to try to get an advantage on the commodities market. They plan their own investment scheme based on the real crop report and their predictions of how the Dukes will act on the fake one. By the end of the day, Winthorpe and Valentine have made a fortune and the Dukes are out $394 million.
  • Beat Them at Their Own Game: Winthorpe and Valentine try this against the Dukes and succeed on a massive scale. Humorously, Winthorpe's first plan sounds like it's going to entail this, as he says "if that's the way they want it", but then he brings out his shotgun immediately afterwards and has to be calmed down.
  • Becoming the Mask:
    • Ophelia is introduced pretending to be Louis Winthorpe's lover. By the end, she actually falls in love with him.
    • Billy Ray pretends to be a typical stock brokerage employee but soon takes a liking to his new life, and by the point Winthorpe breaks into his office and tries to plant drugs on him, his reaction is exactly what Louis' would be.
  • Beneath Suspicion: Louis infiltrates the Dukes & Dukes Christmas party dressed up as Santa which allows him to move around without raising suspicion.
  • The Bet: Also drives the plot, for the mere sum of one dollar (as it was less about the money than pride — also, the Duke brothers are just that stingy). Winthorpe and Valentine give it a mocking Ironic Echo at the end of the film.
  • Beware the Nice Ones: Coleman is none too happy about having to lock Louis out, thinking that it's one of the Dukes' practical jokes. However, as soon he finds out the truth, he decides to join the plan for the brothers' downfall.
  • Big Bad Duumvirate: The Duke Brothers are a pair of siblings who miserly oversee an estate and decide to ruin the lives of a pair of strangers for fun.
  • Big Damn Kiss: Between Louis and Ophelia before the final showdown at the World Trade Center.
  • Black and Grey Morality: The Dukes, Clarence Beeks, and Louis' close ones in general are outright vile people. Billy Ray was a homeless man who wasn't above stolen valor, Louis was a snobbish and casually racist man, and Ophelia was a hooker. They, however, improve over the course of the movie.
  • Black Belt in Origami: In jail, Valentine proclaims he is a chain belt in Kung Fu and goes on to perform his Quart of Blood technique.
  • Black Comedy Rape: It's heavily implied that this is what happens to Beeks, by a gorilla.
    • Winthorpe claims that some men tried to "bend him over" something in prison.
  • Blackface: Done very badly for Louis's disguise on the train.
  • Break the Haughty: What happens to Winthorpe and the Dukes.
  • The Cameo:
    • Music legend Bo Diddley plays the pawnbroker.
    • Al Franken and Tom Davis of Saturday Night Live fame play the Amtrak baggage handlers. Stephen Stucker, the goofy guy from Airplane! ("Rapunzel, Rapunzel!") is their supervisor.
    • Jamie Lee Curtis's sister Kelly is Penelope's friend Muffy.
    • James Belushi is the guy in (and later out of) the gorilla costume on the train.
    • Coincidentally, two original Muppet performers have small roles: Richard Hunt plays the Dukes' trader, Wilson, and Frank Oz plays the Dirty Cop.
  • Chekhov's Gun:
    • Winthorpe gives a little spiel to Penelope in the beginning about how he can't come to her party on Jan. 2 because that's the day the Secretary of Agriculture releases the crop report.
    • The Dukes use orange juice as an example when they begin teaching Valentine about the commodities markets.
    • The joint that Valentine pockets after Winthorpe tries to plant a bunch of drugs in his desk. Ultimately, that's the reason Valentine discovers the Dukes' master plan.
  • Chekhov's Gunman: Clarence Beeks, whom both Winthorpe and Valentine find among the company files, and both are told by the Dukes that he is just an old employee. This sets up the Coincidental Broadcast where Winthorpe and Valentine (after making peace) learn that Beeks will be carrying the crop report the Dukes plan to use in their plan to corner the frozen concentrated orange juice market.
  • Coincidental Broadcast: Valentine and Winthorpe have finally gotten on the same page as they want revenge on the Duke Brothers. As they mull over their options, Ophelia is watching the news and points out the man who bribed her as part of the plan to ruin Louis. The broadcast discusses how this is Beeks, assigned to be security for a crop report before it goes public. Valentine and Winthorpe instantly recognize the name from records and realize the Dukes' plot to corner the market by getting the report early.
  • Comically Serious: Beeks in some situations.
    Beeks: And no more goddamn jerky beef.
  • Contrived Coincidence: By pure chance, Louis and Valentine bump into another in the busy streets of Philadelphia.
  • Cue the Rain: When Louis hits Rock Bottom, the rain starts pouring hard.
  • Cut His Heart Out with a Spoon: Clarence Beeks utters this line on the train:
    "I'll rip out your eyes and piss on your brain!"
  • Death Cry Echo: At the end of the climactic market scene.
    Mortimer: Turn those machines back on! Turn those machines back on! (on, on, on...)
  • Defrosting Ice Queen: Ophelia's relationship with Louis starts off all business; every scene after he moves in with her is a gradual progression of her becoming warmer and warmer with him until she's eventually in love with him.
  • Delayed Wire: The elaborate plot to ruin the Dukes by giving them a fake crop report that leads the Dukes to bet big on rising prices for frozen concentrated orange juice.
  • Did I Mention It's Christmas?: The main plot is set around Christmas but the Christmas spirit has no bearing on the plot.
    • However, Winthorp is able to infiltrate the Dukes' Christmas party because he's dressed as Santa, which leads to Valentine realizing that he's been duped, which in turns leads to Winthorp and Valentine allying to overthrow the Dukes.
  • Dirty Cop: Played by Frank Oz, this is part of the scheme to ruin Winthorpe's life.
  • Does This Remind You of Anything?: The brokers running out of the bathroom stalls when the bell goes off is very reminiscent of racehorses.
  • Double Aesop: A triple one:
    • Winthorpe: Learns his preconceived notions about the lower class (Billy Ray and Ophelia) were wrong and misguided.
    • Billy Ray: That when you feel like you've worked hard for what you've got, it's a lot easier to care about what happens to it. He also learns to be less of a lout and more professional in his manners.
    • Mortimer: Learns that Randolph was right about people being able to overcome their lot in life. However, the lesson doesn't get any further than that and he's still both a miser and a racist.
  • Double-Meaning Title: It's about two people who trade places. It's also about the commodities market.
  • The Dragon: Clarence Beeks acts as the courier and muscle for the Dukes.
  • Dramatic Drop: Randolph drops a stack of notes when seeing Winthorp and Valentine together at the trader market.
  • Driven to Suicide: Winthorpe makes two back-to-back suicide attempts when he thinks his life is ruined beyond repair. The first (which happened just after he literally got peed on by a dog and it began to rain on him) fails due to the gun jamming, and he's saved from the second attempt of trying to OD on pills by Valentine and Ophelia.
  • Earn Your Happy Ending: Louis is put through hell by the Dukes, but he learns his presumptions of the lower classes were wrong, making his retribution much sweeter.
  • Easily Forgiven: While he was admittedly Just Following Orders, Winthorpe seems to hold nothing against his butler Coleman for his involvement in the Dukes' scheme that completely destroyed his life and caused him near suicide-inducing hell for the past month. It probably helps that Coleman was disgusted by it and helps Winthorpe put his life back together.
  • Eiffel Tower Effect: The opening credits show early '80s Philadelphia, featuring landmarks such as the Liberty Bell and Independence Hall.
  • Entertainingly Wrong: Winthorpe is right when he deduces that somebody orchestrated his downfall. However, he believes Billy Ray was responsible when, in fact, they are both pawns of the Duke brothers' bet.
  • Establishing Character Moment: In his first scene, Clarence Beeks accidentally bumps into someone walking down the street, and forcefully throws him to the side.
  • Even Evil Has Standards: Subverted. At first, it seems like the Dukes were genuinely saddened by how Winthorpe has deteriorated after losing his wealth. But then, they admit that neither one is interested in actually helping him.
  • Everything's Better with Monkeys: Although Beeks would disagree.
  • Evil Is Petty: The Duke brothers enact a bet between themselves that causes their best employee to suffer utter, borderline suicide-inducing homeless hell and would have gotten the man they hired to replace him (as one of the steps to cause the aforementioned hell) fired for no better reason that an argument about the value of nature vs. nurture and racism. And that bet? One dollar!.
  • Exact Eavesdropping: Valentine hears the Dukes' sinister deal and all the important details.
  • Fair Weather Friend: When Winthorpe is framed for drug use and being with a hooker, he instantly is turned on by all his friends. He doesn't grasp it until he comes to the club to ask them to be character witnesses at his upcoming trial only to be coldly told by all of them (including his ex-fiance) that they want nothing to do with him anymore and show him the door.
  • Fanservice Extra: Several women at Billy Ray's first party take their shirts off.
  • Faux Affably Evil: The Dukes. Randolph seems Affably Evil, but he's just playing a part. In spite of his argument that Valentine could be just as productive a member of society as Winthorpe if given the chance, he ultimately reveals that he's just as racist as his brother and fully intends to kick Valentine to the curb when their experiment is over and leave Winthorpe there as well.
  • Fauxreigner: Half of the gang's disguises on the train, complete with the wrong accent and costume from Ophelia.
  • Fingertip Drug Analysis: Performed by the cops looking over Winthorpe. However, since it was a scam and they knew it was fake, it's possible it was all for show.
  • Fire-Forged Friends: Winthorpe and Valentine by the end.
  • Flames of Love: Winthorpe and Penelope get intimate in front of a cozy fireplace.
  • Foreshadowing:
    • The opening music is the theme to Wolfgang Amadeus Mozart's The Marriage of Figaro, a comedy about a servant who gets the better of his master.
    • The Dukes' main trader mentions anxiety problems, which later kick in during the final plan, preventing him from stopping it.
    • Valentine, in the scene where Winthorpe stands outside the club in the rain, mentions the Russian winter not affecting their crop harvests as badly as they thought kinda mirrors the eventual outcome of the crop reports in America.
    • During the opening credits, when Coleman makes Winthorpe's breakfast, what's the first item he prepares? Orange juice.
  • Frame-Up: Winthorpe is framed for drug use and dealing with drugs.
  • From Bad to Worse: Winthorpe's life has been ruined, his suicide attempt backfires, and he finds out it's all been for a bet. Then he finds out the bet was only one dollar. His revenge for that is sweet.
  • Gaslighting: Happens to Winthorpe. When he shows up at his home with Ophelia, he finds that somebody has changed the locks, and when he knocks on the door, Coleman pretends he doesn't know him.
  • Get Out!: Valentine to the freeloaders in his new house, complete with a Precision F-Strike in the non-TV version.
  • Gratuitous French: When Valentine is confronted in a bar and is called a motherfucker, he responds with "Motherfucker? Moi?"
  • Heroism Incentive: Louis offers Ophelia a fiscal reward to help him regain his wealth and good name.
  • Hero with Bad Publicity: While not very heroic in the beginning, Winthorpe is publicly framed as a thief, drug dealer and philanderer, as a part of the Dukes' plan to ruin his life.
  • Hidden Depths: Ophelia happens to be well-versed in Shakespeare.
  • Hollywood Heart Attack: Randolph suffers one when the Dukes realize they're bankrupted.
  • Hooker with a Heart of Gold: Ophelia to a T. She didn't have to care for this stranger whose life she ruined. But she felt bad and took him in.
  • Hourglass Plot: Drives the whole movie.
  • Humiliation Conga: How the Dukes ruin Winthorpe's reputation and entire life. You can't help but feel sorry for the guy.
  • Hypocrite: Randolph Duke ultimately shows himself to be this during his conversation with Mortimer in the men's room. Despite him supposedly being a proponent of "nurture over nature", he turns out to be just as racist as his brother, and plans on taking everything from Valentine after their experiment is over. And what's more, despite chastising Mortimer for being greedy, saying "Money isn't everything...", it turns out it was his idea to invest their entire family fortune into trying to corner the frozen orange juice market, and once it backfires, it drives them into bankruptcy.
  • Hypocritical Humor: "The Heritage Club — With Liberty And Justice For all — (members only)"
  • Ignore The Fanservice: When Valentine regrets throwing the party at the Wintorpe estate, he goes upstairs to check on some people Coleman told him were up there. When he goes into the bedroom, a naked girl in the bad tells him she "wants" him, Valentine just tells her to get dressed and leave.
  • Insistent Terminology: Several people think Louis has been dealing heroin. While denying dealing any drugs, he can't help clarifying:
    Louis: It wasn't heroin, it was angel dust — PCP.
  • Intercontinuity Crossover: In Coming to America, which came out five years later, Eddie Murphy's character Prince Akeem gives money to two bums on the street. Those bums are the Duke brothers, who fail to notice Akeem's resemblance to Valentine, but are really happy about the loads of cash they just got.
  • Intimate Healing: Ophelia gets into bed with Louis in order to warm him.
  • In-Universe Factoid Failure: When trying to trick Beeks, Ophelia dresses in German leiderhosen, but acts Swedish.
  • Irish Priest: Coleman's disguise on the train.
  • It Amused Me: The Duke brothers decided to do their "social experiment" out of boredom and for a $1 bet, and completely ruined Louis's lives. They did help Valentine, but that was really only out of boredom as well; they didn't give a damn about him, and were planning to ruin him afterwards as well.
  • The Jeeves: Coleman, played to a T by Denholm Elliott.
  • Jerkass:
    • Mortimer. Randolph is a pretty nasty piece of work too, but can at least better hide it within a docile, affable front. It's implied both of the brothers aren't well-liked, since the NYSE gleefully sells their seats. Coleman, after receiving orders to change the locks and bar Winthorpe from the house, ruefully refers to them as "scumbags."
    • Winthorpe wasn't particularly nice to begin with, either. He gets better.
    • Clarence Beeks wears his asshole-ness on his sleeve at all times.
  • Jerk-to-Nice-Guy Plot: Louis starts the movie as a classist and racist jerk who has a homeless man arrested over a misunderstanding. The Duke brothers, wanting to settle a bet over Nature Vs Nurture, arranged for the two men to swap circumstances, which involves ruining Louis' career, kicking him out of his home, and turning all his friends against him. Spending some time broke, homeless and friendless finally breaks down some of Louis' arrogance, and he starts becoming noticeably less mean.
  • Karmic Rape: The fate of Clarence Beeks, thanks to ending up in a gorilla suit that a real gorilla finds attractive.
  • Karmic Transformation: Winthorpe and the Dukes.
  • Kick the Dog: Nearly everything the Duke brothers do and every word that comes out of their mouths. Seriously. Then there's Beeks, who physically harasses random passers-by.
  • Laser-Guided Karma:
    • Let's face it, the Dukes really had it coming, and they'd at least have to wait until Coming to America for things to unintentionally look up for them.
      Mortimer: How could you do this to us after everything we've done for you?
      Valentine: (faux affable) Oh, see, I made Louis a bet here. See, Louis bet me that we couldn't both get rich and put y'all in the poor house at the same time. He didn't think we could do it. I won.
      Winthorpe: (grinning) I lost... One dollar.
      (Produces a one dollar ball, and makes a show of giving it to Valentine)
      Valentine: (grinning) Thank you, Louis.
    • Winthorpe got a man arrested for giving him his briefcase back (although to be fair, Winthorpe honestly thought he was being attacked). He's spoiled, proud, uppity, racist (see his first encounter with Billy Ray), and doesn't know anything but a lavish, carefree lifestyle. His life was ruined easily just because the Dukes saw him as an easy target.
  • Last-Second Word Swap: Valentine every few minutes after he's hired by the Dukes, in an effort to seem more classy.
    • After becoming a successful stockbroker when describing his thoughts on why they should let prices drop a bit more.
      Billy Ray: Which means that the people who own the pork belly contracts are saying, "Hey, we're losing all our damn money, and Christmas is around the corner, and I ain't gonna have no money to buy my son the G.I. Joe with the kung-fu grip! And my wife ain't gonna wanna f- ain't gonna wanna make love to me if I ain't got no money, right?
    • Then:
      Billy Ray: [on phone] Security?
      [Winthorpe pulls a gun on him]
      Billy Ray: [higher pitch] Merry Christmas! [hangs up]
    • Later, as Louis briefs him on trading:
      Winthorpe: You make no friends in the pits and you take no prisoners. One minute you're up half a million in soybeans and the next, boom, your kids don't go to college and they've repossessed your Bentley. Are you with me?
      Billy Ray: Yeah, we gotta kill the motherf-... we gotta kill 'em!
  • Like a Duck Takes to Water: Valentine surprises the Dukes with how easily he took to understanding the business, despite his unconventional methods. They still plan on getting rid of him after the bet, though.
    • Randolph says this phrase almost word for word when he describes how he would ruin Winthorpe and how swiftly Winthorpe would degenerate:
    Yes, I'm sure he'd take to crime like a fish to water.
  • Lyrical Dissonance: Listen to the lovely a cappella song that the Gentleman Snarkers perform for Penelope and the other girls in the scene where Louis tries to borrow money. Set to the tune of "Laura Lee" (or "Love Me, Tender"), the song's about how all the girls are complete sluts. The lyrics;
  • Meaningful Echo: When arriving at the gentlemen's club, Louis's friend greets him with "Looking good, Louis", to which he says "Feeling good, Todd." In the end, after his friends shunned him, Louis has bounced back and is vacationing at a tropical island with his new friend Billy Ray, and they share the last lines "Looking good, Billy Ray!", "Feeling good, Louis!".
  • Minor Crime Reveals Major Plot: Ruining Louis Winthorpe's life over a one dollar bet —> Attempt at cornering the frozen concentrate orange juice market.
  • Mistaken for Cheating: Invoked by Clarence Beeks who pays Ophelia to act like she's involved with Louis while he's reconciling with his fiancee Penelope, to further sabotage his life. However, Ophelia soon takes pity on Louis, so she takes him in and later falls in love with him for real.
  • Mistaken for Thief: Billy Ray was just going on his way when he bumps into Louis leaving the gentlemen's club. Louis' panic attracts the police's attention, which, in turn, attracts the Dukes' attention and makes them start thinking about a bet involving the two different men.
  • Mistaken from Behind: Valentine mistakes a Santa on the street for Louis and only realises the mistake when turning the dude around and ripping off his beard.
  • The Mistress: It's a bit part, but the hot blonde who whispers into Valentine's ear at a fancy dinner is billed as "President's Mistress".
  • Money to Throw Away: Valentine throws money around at the bar once he gets rich.
  • Mood Whiplash: While mostly a slapstick comedy, Winthorpe's descent into bankruptcy and depression comes off as poignant, and strikes hard when he attempts suicide by overdose. Swings back to light-hearted when it cuts to reveal a Bungled Suicide. A short nearly-fatal face off with Beeks aside, the rest of the film is a comedic revenge scenario.
  • Morning Routine: The opening sequence shows Louis morning routine, establishing him as an upper-class citizen.
  • Ms. Fanservice:
    • Ophelia's topless scenes. Ophelia's Swedish lederhosen outfit.
    • Winthorpe's fiancee stripping to her skivvies so they can screw in the living room counts, too.
  • Mugshot Montage: Louis gets one when being jailed for drug dealing.
  • Murder Is the Best Solution: Or extreme violence, anyway; upon learning of the plan to ruin his life, Winthorpe initially decides that the most appropriate course of action is to kneecap both of the Duke brothers with a shotgun, before Valentine and the others suggest a more creative way of getting back at them.
  • Nature vs. Nurture: The entire plot begins when the Duke brothers place a bet on whether success in life is In the Blood or a product of good environment. The movie makes a case for circumstances being more important than genes. Despite his upper-class background, hitting Rock Bottom turns Winthorpe into a gun-toting maniac and Wrong Side of the Tracks Valentine becomes a charming commodities broker who provides his own street smarts.
  • Never Heard That One Before: Ophelia knows very well she shares the name of Hamlet's girlfriend and her tragic fate.
  • New Year Has Come: The train party on New Year's Eve, where the group attempts to steal Beeks' reports.
  • Nice to the Waiter: The Duke Brothers don't treat their hired help well, offering only $5 bonuses (total, $2.5 from each) during the holidays. Louis himself doesn't treat hired help, except Coleman, particularly well. While arriving at work, he doesn't even look his helpers in the eye. Until after having lost his wealth, that is. After arriving with Billy Ray at the World Trade Center, he specifically tells their taxi driver to keep his change upon paying him.
  • Noodle Incident: The dialogue of the Dukes when they talk about ruining Winthorpe suggests it's not the first time they've done something like this.
  • Norse By Norse West / Yodel Land: Ophelia's costume when portraying "Inga from Sveden."
  • Obfuscating Disability: Billy Ray starts out as this, pretending to be a legless and blind Vietnam veteran to enhance his begging revenue.
  • Oh, Crap!: As Louis and Billy Ray put their plan in motion:
    Mortimer: That's not right. How can the price be going down?
    [Mortimer sees Louis and Billy Ray in the trading pit]
    Mortimer: What are they doing here?
    Randolph: They're selling, Mortimer!
    Mortimer: Well, that's ridiculous! Unless that crop report...
    Randolph: God help us!
  • One Phone Call: At the police station, Louis notes that he is permitted two phone calls.
  • One-Word Vocabulary: The "Even Bigger Black Guy" (see Scary Black Man, below) only ever says "Yeah!" in response to what the "Big Black Guy" says.
  • Paper-Thin Disguise:
    • No one seems to notice that Beeks is wearing an obviously fake gorilla costume. Then again, almost everybody at the New Year's party was drunk as skunks (including the baggage handlers).
    • Subverted with the good guys in the train car with Beeks. Their disguises are so pitiful and Beeks already knows what they all look like — especially Winthorpe and Ophelia — from prior encounters, so he figures them out almost immediately.
    • Valentine poses as Clarence Beeks using only a trench coat, hat, and the darkness of the parking garage to obscure his identity.
  • Parking Garage: The exchange of money against the crop report goes down in a poorly lit parkade. Poorly lit indeed. So poor in fact, the Dukes can't tell that "Beeks" is actually Valentine.
  • Percussive Pickpocket: Beeks intentionally bumps into Louis in order to plant evidence into his pocket.
  • Persona Non Grata: Thanks to the Dukes, this is what happens to Louis. He's fired from his job, arrested on fake drug charges and his fiancee is made to believe he slept with Ophelia. It doesn't truly sink in for Louis until he shows up at the local club to ask for the help of his friends as character witnesses (and a loan for legal fees) and they coldly make it clear they want nothing to do with him.
  • Phony Veteran: Billy Ray's con scheme at the beginning of the movie. Blown to smithereens when the two cops who approach him turn out to be real Vietnam War veterans.
  • Pimp Duds:
    • Some of the guys at Billy Ray's party clearly dress like pimps.
    • After being stripped from his preppy clothes, Winthorpe is forced to use an outfit left behind by the previous tenant at Ophelia's apartment — A huge tie, a checkered suit and a fur coat. This makes him no favors when he tries to regain his friends' favor.
  • Please Put Some Clothes On: When Valentine goes into the bedroom, a naked girl tells him she "wants" him, he tells her to "put your clothes back on, and get outta' here."
  • Politically Incorrect Hero:
    • Early in the film, Winthorpe had Valentine arrested for attempted robbery after accidentally bumping into one another, and even after Valentine apologized for it. While coming to after his suicide attempt, Winthorpe briefly lapses back into his old persona by blaming everything that happened to him on "that terrible, awful negro" (Valentine.)
    • Billy Ray's liberal use of the word "faggot" in the earlier portion of the film.
  • Politically Incorrect Villain:
    • The Duke brothers:
      Mortimer: Do you really believe I would let a nigger run our family business, Randolph?
      Randolph: Of course not. Neither would I. note 
    • Earlier:
      Mortimer Duke: Of course there's something wrong with him. He's a negro. Probably been stealing since he could crawl.
    • Randolph also makes a comment about how "they're very musical people" (referring to African Americans).
  • Precision F-Strike:
    • Mortimer Duke. So precise that actor Don Ameche didn't even want to say it, as he abhorred swearing, and did only one take of the shot (and even then, Eddie Murphy needed to explicitly tell him it was okay, he was just playing a part).
    • Also a precision N-strike in the Bathroom Stall of Overheard Insults. Tying into the above, Don Ameche also hated using racial slurs and apologized profusely to Murphy for the racial slurs his character used; the emphasis he puts on those words in the movie could've been down to his real-life distaste for those slurs.
  • Preppy Name: Louis Winthorpe III, Penelope Witherspoon, and their country club friends.
  • Pretty in Mink: Ophelia wears a fur jacket.
  • Priceless Ming Vase: Valentine, assuming that the Duke Brothers are scamming him when they tell him they're giving him a richly furnished town house, tosses a vase around, accidentally smashing it. The Duke Brothers put a good face on it, saying that even though it was extremely valuable, it was insured for rather more than it was appraised at, so he's technically made them money by breaking it.
    Eddie: Y'all want me to break something else?
    The Dukes: NO!
  • Prison Rape: Discussed. Louis tells Penelope that some men wanted to have sex with him while in jail.
  • Punctuated Pounding: Well, punctuated strangling, but Louis pulls this on Valentine. "It! Was! The! Dukes! It! Was! The! Dukes!"
  • Pygmalion Plot: Half of the Dukes' bet, this is the transformation they put Billy Ray through to make him an upper class gentleman. They have a Pygmalion Snap Back planned as soon as they're done with him, though.
  • Rags to Riches:
    • Billy Ray was hustling change on the streets and Ophelia was a hooker. Not by the film's end.
    • To really bring the point home, it looks like Coleman is still the butler taking orders from Winthorpe; until he turns to his own butler and places the order.
  • Ready for Lovemaking: Valentine finds one of the barflies from his old haunt waiting for him in his new house's bedroom, obviously there just because he now has money.
    Girl: [rolling out of bed naked] I've been waiting for you, Billy Ray.
    Billy Ray: Get your clothes on and get out.
  • Record Needle Scratch: When Billy Ray kills the music at the party to tell everyone to get out of the house.
  • Reliably Unreliable Guns: Winthorpe tries to kill himself with a Colt .45 automatic that he just purchased from a pawn shop; the gun fails to fire. Disgusted, Winthorp throws the gun away. It promptly discharges when it hits the ground.
  • Revenge Before Reason: Louis' initial plan to get back at the Dukes shoot both of their kneecaps off with a shotgun. Billy Ray casually reminds him that would certainly get him a long prison sentence, and something subtler would be more damaging.
  • Riches to Rags: Happens to Louis at the beginning, and to Randolph and Mortimer at the end.
  • The Rich Want to Be Richer: The Duke Brothers already have seats on the New York Stock Exchange, and clearly have lives of wealth and leisure. Nevertheless, they hatch an Evil Plan to corner the market on orange juice futures, just so they can be obscenely rich. And that's not even getting into the fact that they ruined the life of one of their best employees (and put a lot of effort into replacing him with a street hustler) over a wager where the winner received a single dollar...
  • Ripped from the Headlines: The Dukes' attempt at cornering the frozen concentrated orange juice market was inspired by the "Silver Thursday" crash of March 27, 1980.note 
  • Rousing Speech: Louis gives one to Billy Ray when they arrive at the World Trade Center.
    Louis: Think big, think positive, never show any sign of weakness. Always go for the throat. Buy low, sell high. Fear? That's the other guy's problem. Nothing you have ever experienced will prepare you for the unlimited carnage you are about to witness. Superbowl, World Series - they don't know what pressure is. In this building, it's either kill or be killed. You make no friends in the pits and you take no prisoners. One moment you're up half a mil in soybeans and the next, boom, your kids don't go to college and they've repossessed your Bentley. Are you with me?
    Billy Ray: Yeah, we gotta kill the motherfu-, we gotta kill 'em!
  • Salt and Pepper: Winthorpe and Valentine. The working title was even "Black and White".
  • Say My Name: "CLARENCE BEEKS?!", simultaneously by Winthorpe and Valentine when they see him on a news report and piece it all together.
  • Scary Black Man: "Big Black Guy" and "Even Bigger Black Guy." They're less scary after getting drunk at his house party.
  • The Scrooge: The billionaire Dukes hand out $5 Christmas bonuses, and ruin an employee's life for a one dollar bet.
  • Servile Snarker: Coleman is a dutiful butler but isn't afraid of being a smartass. Such as when he gets a phone call from the Dukes and they tell him the details of their plan.
    Coleman: Scumbags.
  • Sexy Scandinavian: Ophelia disguises herself as this. But doesn't realize lederhosen is Austrian.
  • Shameful Strip: Louis is ordered to strip at the police station.
  • Shout-Out: Bunny at the country club delivers the Orphaned Punchline "... and she stepped on the ball!" This is a reference to an anecdote told by Gloria Upson in Auntie Mame in which she relates playing in a doubles ping pong tournament with Bunny Bixler and stepped on the ball, ruining the tournament. Bunny in this film was apparently Gloria's partner. Amusingly, Bunny's Orphaned Punchline has itself been referenced several times, such as in Unbreakable Kimmy Schmidt and Billions.
    • The scene where everyone in a restaurant shuts up at the same time and strains to hear as Billy Ray starts giving advice to a fellow broker is a reference to this commercial for the defunct brokerage firm EF Hutton, whose famous advertising slogan was: "When EF Hutton talks, people listen."
  • Silent Whisper: When Beeks picks out Ophelia at the police station and whispers something in her ear which we don't get to hear. We later see his plan in action when Ophelia makes a scene in front of Penelope.
    • Billy Ray is on the receiving end of one at the dinner party later in the movie, when the hot blonde whispers something most likely very salacious in his ear.
  • Slobs vs. Snobs: By the climax, it's essentially a battle between flat-broke protagonists and corrupt rich men.
  • Smoky Gentlemen's Club: Louis, all his friends and coworkers, and the Duke brothers are all members of the same one. The Dukes get Louis kicked out by framing him for stealing cash from the coat closet.
  • Smug Snake: The Duke Brothers, for the most part. It's quite obvious that for all their talk of how great they are, they would be nothing without their insider knowledge and connections - Billy Ray outsmarts them on stock market trends with nothing but basic street smarts, they toss aside valuable assets based on childish bets or racism, and they try to stay ahead of the stock market with insider crop reports in the climax. When they go broke, they have a meltdown even worse than Louis'.
  • Something We Forgot: As Randolph Duke is being wheeled past Winthorpe and Valentine, he yells, "Where in hell is Beeks?" "Beeks!" Valentine muses "Yeah, I forgot all about that guy!" Cut to a cage being loaded onto a ship bound for Africa, containing the amorous gorilla and Beeks, who's still in the ape costume Winthorpe and Valentine put him in when they locked him in the cage.
  • Spanner in the Works:
    • Ophelia's unexpected kindness to Louis helped him change his ways and helped in the Laser-Guided Karma Louis would give back to the Dukes.
    • The guy in the gorilla suit and the real gorilla. The guy in the gorilla suit follows Beeks hoping to get some tail and the real gorilla, seeing Beeks attack what seems to be a gorilla, beats the crap out of him, saving them from Beeks.
    • Billy Ray was one himself. If it weren't for Louis overreacting to bumping into him, he wouldn't have gotten the Duke's attention and thus starting the bet bringing both of them together to take them down.
  • Spoiled Brat: Louis, most of his school friends, and his fiancée. Louis gets better, though.
  • Spoiler Cover: The cover makes it pretty clear that eventually Winthorpe gets back on his feet and works with Valentine.
  • Stealth Pun: When trading time begins at the World Trade Center, the traders who were in the toilets immediately get going without washing their hands. So, that's becoming dirty money.
  • Stereotype Flip: While most of the wealthy main characters are good caricatures of rich, blase, arrogant rich people, Billy Ray and Ophelia prove to be more than just a street hustler and hooker, respectively. Quite against Mortimer's predictions, Billy Ray proves just as adept at being a commodities broker as Winthorpe. Ophelia makes no bones about being a hooker, but she's remarkably bright and business savvy for one, going so far as to have a retirement plan from her life on the street and completely avoiding drugs, booze or a pimp controlling her life.
  • Tap on the Head: From an angry gorilla, nonetheless.
  • A Taste of Their Own Medicine: Nearly everything the Dukes come up with winds up being used to bring them down, from the two men whose lives they decide to mess with to their own 'foolproof' plan to corner the market. Even the prostitute they get to assist the plan winds up working against them. If you look at how they train Valentine to be a successful broker, and likely trained Winthrope when he was younger, you could say they literally trained the gentlemen who destroyed them.
  • That Was Not a Dream: Winthorpe nearly strangles Billy Ray after this trope kicks in.
  • This Bed of Rose's: Winthorpe ends up on one of these.
  • This Is Reality: When Louis gets to know Ophelia.
    Louis: Ophelia, you realize that's the name...
    Ophelia: I know, Hamlet's girlfriend. He went crazy, she killed herself. This is not Shakespeare, Louis.
  • Those Two Bad Guys: The credits refer to the two characters Valentine runs into while in a jail cell as Big Black Guy and Even Bigger Black Guy.
    Even Bigger Black Guy: Where are your bitches, "Mr. Big Time Pimp?"
    Big Black Guy: YEAH!
  • Tropical Epilogue: Using the money invested by Coleman and Ophelia to fund their side of the plan, Billy Ray, Coleman, Ophelia, and Louis become so rich they are spending a lazy day on some tropical beach ordering lobster and cracked crab for everyone as a lunch.
  • Unbuilt Trope: The 90s and 2000s would later feature lots of comedies where a Jive Turkey of a black man is made part of a white world and 'shakes things up'. In this film, there's less making fun of 'stuffy white people' and the black character actually proves to be a good businessman - fitting very well into the world.
  • Uncle Tom Foolery: The movie subtly deconstructs this character dynamic.
  • Unflinching Walk: Winthorpe and Valentine walk slowly and confidently to the trading floor after the harried brokers race to it.
  • Unproblematic Prostitution: Ophelia gives a short rundown of the reasons why it's a safe and profitable venture for her.
  • Unspoken Plan Guarantee:
    • The Caper at the train goes down almost as planned because nothing about it was revealed beforehand.
    • Our heroes don't go into the details of their stock trading plan with their friends whom they had just given their life's savings, but the heroes are 100% confident their plan is going to work.
    Coleman: [to Louis] My life savings, sir. Try not to lose them.
    Billy Ray: Lose it? Coleman, in a couple of hours, you're going to be the richest butler that ever lived!
  • Urine Trouble: A dog lifts his leg on a drunken Winthorpe in his Santa suit.
  • Video Credits: The end credits shows each major player, most of them laughing — except Beeks.
  • Viewers Are Geniuses: The movie does not give a long-winded explanation as to how the ending scheme at the Commodities Exchange works, trusting that the audience could follow what happens, or at least figure out that things are going well for the heroes. The scheme works like this:
    • The Dukes receive an advance copy of a crop report predicting rising prices for frozen orange juice; they commit to buying large quantities of frozen OJ before the report becomes public. Other traders notice their big push and follow their lead, which causes the price of frozen OJ to rise. The buyers are comfortable with the higher price as they believe per the Dukes' moves that the crop reports will raise the price further.
    • Winthorpe and Valentine — who saw the real crop report and arranged for the Dukes to get a fake one — know the price of frozen OJ will go down when the crop report hits. When the price rises high enough, they begin short-selling at the inflated price, essentially betting that the price will go down, as they will later need to buy the frozen OJ that they short-sold.
    • When the crop report becomes public, the price plummets. Winthorpe and Valentine complete their short-sell commitment, buying when the price reaches rock-bottom, locking in huge profits for both mennote .
    • The Dukes, having committed to buy a lot of frozen OJ at what turned out to be the highest prices of the day, desperately try to unload before their huge loss gets any worse, but their trader faints before getting very far. To make it worse, they bought the frozen OJ on margin, meaning they bought more frozen OJ than they could afford on the condition that they're forced to sell ("margin call") if their real money can't cover the current losses. The margin call occurs, the New York Mercantile Exchange officials demand payment from the Dukes, and since they don't have enough capital, they end up bankrupted.
  • Villainous Breakdown: Randolph has a heart-attack and Mortimer loses his mind (with a bonus Precision F-Strike) after Winthorpe and Valentine bankrupt them.
  • Villain with Good Publicity: The corrupt and ruthless Duke Brothers are the respectable owners of a successful commodities brokerage.
  • Wham Line:
    • "Do you really believe I would let a nigger run our family business, Randolph?" cements the idea that both of the Duke Brothers want nothing to do with Valentine after the experiment (and makes Valentine aware of this fact). After this line, the plot changes from "let's watch this hilarious swapping of lifestyles" to "let's watch them take those miserable SOBs down!" The fact that both brothers also now consider Winthorpe damaged goods after his rampage sets up the final team-up between him and Valentine.
    • "One dollar." from the same scene. When they make the bet, they just say "the usual amount", but this line reveals how much their bet is actually worth. The fact they ruin people's lives over just one dollar make them more vile and petty than ever. This is mockingly used against them at the end of the movie.
  • White-Collar Crime: Technically wasn't at the time, but what the Duke brothers attempted comes across as one and in modern times is now considered one.
  • You Have to Believe Me!: Louis begs Ophelia to believe him when he claims that somebody is trying to ruin his life.

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