Will (Gary Grimes), Les (Ron Howard) and Tod (Charlie Martin Smith), teenage farm boys living near the Mexican border, stumble upon Harry Spikes (Lee Marvin), a local bandit near death in the middle of nowhere. After helping bring the aging man back to health, the trio decide to escape their humdrum lives by becoming outlaws themselves. Failing at their first attempt to rob a bank, the boys convince the gruff Spikes to teach them the ways of the desperado.