Two young men, Arthur Gilroy and Lowell Rightmeyer, are on their way to rob the bank in Pixley. They change their plans when they learn that the next day, the Cannonball, without any armed guards, will make its run from Hooterville to Pixley for the bank shipment. Arthur and Lowell decide to stay the night at the Shady Rest. Kate and the family are happy to have two polite and handsome young men stay with them. Arthur and Lowell do hold up the train the next day. But, Kate and Uncle Joe are also on the train and they recognize the masked bandits. When Arthur and Lowell learn that the bank shipment is only deposit slips, they decide to rob the Shady Rest instead. But will Kate, her family, Charley and Floyd be able to turn around Arthur and Lowell's criminal lives?