Lucas Jackson (Paul Newman) is arrested for cutting the heads off of parking meters. He is sent to prison where he becomes friends with "Dragline" (George Kennedy). Luke becomes a hero to the other prisoners by doing winning fights and bets, like one to eat 50 eggs in one hour. He also gains favor with the deputies by killing snakes and pushing the work crews to work. The Warden (Struther Martin) hates him and repeatedly sends him to "the box" for going on the run and breaking rules. Luke finally breaks free for good with Dragline. They make a good run, but finally are tracked down in a church where the final showdown of the movie takes place.