Two convicts break out of Mississippi State Penitentiary in 1936 to join a third on a long spree of bank robbing, their special talent and claim to fame. The youngest of the three falls in love along the way with a girl met at their hideout, the older man is a happy professional criminal with a romance of his own, the third is a fast lover and hard drinker fond of his work. The young lovers begin to move out of the sphere in which they have met, a last robbery in Yazoo City goes badly and puts paid to the gang once and for all as a profitable venture, but isn't the end of the story quite yet, as all three are wanted and notorious men with altogether different points of view on the situation they are faced with.