Addie (Tatum O'Neal) is a ten-year old who is orphaned when her mother dies in a car crash. Small-time con artist and probable father Moses Pray (Ryan O'Neal, Tatum's real-life father) agrees to take Addie to her only known relatives in another state. Addie turns out to be an even better con artist than Moses, and the two become partners. Later, Moses falls for 'dancer' Trixie Delight (Madeline Kahn), and gets into trouble with corrupt sheriff John Hillerman.

The acting of Ryan O'Neal has been criticized throughout his career, but he is perfect in "Paper Moon". When Addie makes him angry, he fumes silently, just what you would expect from an exasperated father. His understated happiness and despair during good and bad times is also appropriate to his character.

"Paper Moon" continued the success of director Peter Bogdanovich, whose recent films were "What's Up Doc" and "The Last Picture Show". His career would then take a nosedive, and he would not have another hit until "Mask" in 1985.

Tatum O'Neal gives an excellent performance. Unlike other child actors, she is never precocious, except when it is appropriate, such as when perpetrating a con. Her character is sharp well beyond her age, and if it was not cast correctly, it would not be credible. O'Neal makes the role believable.

Madeline Kahn and Tatum O'Neal were both nominated for Best Supporting Actress. O'Neal won, becoming the youngest person to win a major Academy Award. Kahn was on a roll in the early-mid 1970s, with successful roles in the films "What's Up Doc", "Paper Moon", "Blazing Saddles" and "Young Frankenstein", all of which were nominated for Academy or Golden Globe Best Supporting Actress awards.