"Bags" the boxer (funnyman Tim Conway) and his manager, Shake (Don Knotts), are quite a pair: One is a dim bulb, and the other has a mean streak. Times are tough and they must save their gym, so they line up some moneymaking fights. But when Bags and Shake discover that the bouts have been rigged, they end up with their backs to the wall and must fight back -- literally.
| Production | Wanda Dell | Producer |
| Production | Lang Elliott | Producer |
| Production | Lang Elliott | Casting |
| Art | Vincent Peranio | Art Direction |
| Costume & Make-Up | Richard Carver | Hairstylist |
| Costume & Make-Up | Cydette Perell | Makeup Artist |
| Costume & Make-Up | Gene Witham | Makeup Artist |
| Production | Robert Dijoux | Production Manager |
| Crew | Jan Wieringa | Propmaker |
| Crew | Gary Van Fleet | Property Master |
| Sound | Jim Cook | Sound Re-Recording Mixer |
| Sound | Jeffrey S. Goodman | Boom Operator |
| Sound | Charles Grenzbach | Sound Re-Recording Mixer |
| Sound | Robert L. Harman | Sound Re-Recording Mixer |
| Crew | Vern Hyde | Special Effects |
| Crew | Robert Shelly | Special Effects |
| Crew | Richard E. Butler | Stunt Coordinator |
| Crew | Don Daniel | Stunts |
| Crew | Gene LeBell | Stunts |
| Crew | Charlie Picerni | Stunt Coordinator |
| Lighting | James McCalmont | Gaffer |
| Lighting | Carlton Patterson | Electrician |
| Camera | Gil Schwartz | Grip |
| Lighting | Kenny Smith | Best Boy Electric |
| Crew | Gary Preece | Transportation Coordinator |
| Directing | Roshani Engineer-Wiskes | Script Supervisor |
| Camera | Tim Suhrstedt | First Assistant Camera |
| Editing | Fabien D. Tordjmann | Editor |
| Editing | Scott Hancock | Assistant Editor |
| Sound | Richard Bryce Goodman | Sound Mixer |
| Camera | Jacques Haitkin | Director of Photography |
| Directing | Michael Preece | Director |
| Sound | Dan Carlin Sr. | Music Editor |
| Sound | Peter Matz | Original Music Composer |
| Lighting | Jeremy Knaster | Best Boy Electric |
| Costume & Make-Up | Jane Jones | Wardrobe Designer |
| Production | Roger Corman | Producer |
| Production | C.W. Henderson | Publicist |
| Camera | Nick Nelson | Camera Operator |
