Max Millan and Francis Delbuchi are both drifters traveling independently of each other. Max, a quick tempered and highly regimented man, has just served a six year prison term, and is heading to Pittsburgh to open a car wash business, with a stop in Denver first to visit his sister Coley. "Lion" as Max eventually coins Francis (Lion which is short for Francis' middle name, Lionel), whose easy going nature demonstrates how immature he is, has just spent five years working on a ship, and is heading to Detroit to see his wife Annie and their child, who he has never met and whose gender he doesn't even know. An act of his immaturity, he abandoned Annie when she was pregnant. To make up for it, he has since sent all his paychecks to Annie. He hasn't told her of his impending visit. Max and Lion meet each other in California early in their current travels. Despite their initial meeting being somewhat confrontational due to their different natures, they decide to travel together, combining resources to open that car wash. They still plan on stopping in Denver and Detroit before their final destination of Pittsburgh. As they thumb rides and ride the rails together, each brings the other a little closer to his own temperament. But a longer than anticipated stay in Denver and an incident with Annie threatens their dreams.
Eileen Brennan of Private Benjamin fame having her shirt torn open by a guy revealing her breasts and hard nipples and then having them grabbed by him all in slow motion as another guy watches. Hi-res DVD capture from Scarecrow.
