It's 1936. Bowie (Keith Carradine) and Chicamaw (John Schuck) escape from prison and join up with T-Dub (Bert Remsen). They hide out in a rural community. Bowie is taken with Keechie (Shelley Duvall). They stay with Mattie (Louise Fletcher) and her family.

This is a crime gang movie done in the Robert Altman way. The story is pretty standard for a criminal gang on the run. The action is sometimes off screen or at least de-stylized. The focus is more with the in-between time and their naturalistic conversations.

Two convicts break out of prison in 1936 to join a third on a long spree of bank robbing. The youngest of the three (Keith Carradine) falls in love along the way with a girl (Shelley Duvall) met at their hideout, the older man is a happy professional criminal with a romance of his own, the third is a fast lover and hard drinker fond of his work.

This is the second film that Keith Carradine and Shelley Duvall worked on together, the first being "McCabe and Mrs. Miller". They would work together again on "Nashville" and Duvall would appear in more Altman films than any other actor.

The film was based on the novel "Thieves Like Us" by Edward Anderson, which was also the source material for the "They Live by Night" (1949). Whether Altman was familiar with the older film or not is unclear, as he expressed a liking for the novel and had Joan Tewkesbury write a script based off it. There is no indication the older film had an influence at all.

In order to make this film, the studio required Altman to make a film about country music, which would become "Nashville". As some consider the latter his best work, they have Altman's dedication to this film to thank. Others may enjoy this more, as it is a bit more like his previous film, "The Long Goodbye", which is the other contender for Altman's best film.

1930's, Mississippi. Naïve convicted murderer Bowie (a fine and engaging performance by Keith Carradine) escapes from prison along with the laid-back T-Dub (the always excellent Bert Remsen) and ill-tempered brute Chicamaw (a frightening portrayal by John Schuck). The trio embark on a bank robbing spree. Moreover, Bowie falls for simple country girl Keechie (beautifully played with touching sincerity by Shelley Duvall) after he decides to take refuge at a farmhouse.

Director Robert Altman, who also co-wrote the thoughtful script with Joan Tewkesbery and Calder Willingham, deftly crafts a flavorsome rural atmosphere as well as a vivid and authentic evocation of the Great Depression-era setting, relates the engrossing story at a leisurely pace, admirably refuses to either vilify or glamorize the outlaw lifestyle, and handles the sweet and tender romance between Bowie and Keechie with utterly disarming warmth and humanity. Moreover, Altman's inspired use of colorful and creative radio programs throughout serves as a sharp ironic counterpoint to the drab mundane world the characters exist in. In addition, there are sturdy supporting contributions from Louise Fletcher as T-Dub's disapproving sister Mattie, Tom Skerritt as crusty mechanic Dee Mobley, and Ann Latham as the sassy Lula. Jean Boffety's picturesque cinematography provides a pretty pastoral look. A real sleeper.