Harry Collings (Fonda) and Arch Harris (Oates) are two saddle tramps who have grown weary after seven years of wandering through the American Southwest. Along with a younger companion, Dan Griffen (Robert Pratt), they stop off in Del Norte, a ramshackle town in the middle of nowhere, which is run by the corrupt McVey (Severn Darden). Harris and Griffen discuss traveling to California to look for work when Collings abruptly informs them he has decided to return to the wife he left years before. Griffen temporarily leaves the two in a bar and goes to buy supplies. Some town thugs shoot him to death out of pure meanness. Collings and Harris escape, but they return that night. Collings shoots McVey in the feet, crippling him.