After leaving an adulterous husband, Susan Reed (Ally Sheedy) goes on a cross-country road trip that leaves her behind bars in Macon County. In jail she is subjected to brutality from the sheriff's son. After defending herself, she is dragged out by another inmate, wife killer Coley (David Carradine), and the two begin a Bonnie and Clyde-like run from the police, who want to see them both dead.