A young man, named Danny, has run away from home and meets a drifter, named Bix, who agrees to tag along with Danny and watch out for him... and his money. They end up in a small town where they meet Carrie - a shy, naive girl working in her father's diner. Bix starts seeing Carrie but he plans on leaving soon.
Meanwhile, the town creep Jesse keeps showing up at the diner and bothering Carrie. Danny keeps inadvertently picking up whores left and right whom Bix has to constantly chase away. Eventually, Bix and Danny decide to leave town but trouble is a-brewing, due to Jesse the creep.
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