Faithful wife Georgette (Lee Remick) arrives in Texas to join her shiftless, no-good husband, Henry (Steve McQueen), who's just been paroled from the state penitentiary. Henry hopes for a career as a songwriter and gets jobs singing and strumming in grimy roadhouses. Meanwhile, sheriff Slim (Don Murray) becomes fond of Georgette and the child, doing what he can to keep Henry and his hair-trigger temper in line.