The villainous Hoot (Alan Autry), who patrols the desolate highways of the American Southwest with a gang of high-octane thugs, picks the wrong target: uptight and seemingly harmless Beckman Hallsgood Jr. (Judge Reinhold), who's on his way to California from New York on business. After Hoot and his men nearly force Beckman into an accident, Beckman gets some tips on payback from Johnny Harte (Willem Dafoe), a hitchhiking former musician who wants to take Hoot down and make the roads safe again.