Slick scam artist Doyle Kennedy (Matt Dillon) has yet another con on his mind as he helps down-on-his-luck wanderer Wade Corey (Andrew McCarthy) hop a speeding freight train. Kennedy's been looking for a partner in crime, and he's determined to take Corey along for the ride. But though Corey finds the danger and adventure intoxicating at first, he soon realizes he could be looking at some serious jail time -- or worse -- unless he finds a way out fast.

Wade (Andrew McCarthy), a young travelling man, becomes an unwilling partner in crime when his tough new friend Doyle (Matt Dillon) involves him in an impromptu bank heist. After hiding the loot and escaping into anonymity, he realizes his trouble is just beginning when the real criminal returns for the money.