Strother Martin

At the Hialeah racetrack near Miami, Florida, former boxing champion Billy "The Champ" Flynn works as a horse trainer and lives in an apartment above the stables with his eight year-old son, T. J. Considering a comeback after seven years away from the sport, Billy returns to the Ninth Street Gym for a meeting with manager Charlie Goodman and brings along T. J., who is thrilled that his father, whom he idolizes and calls "Champ," might fight again. At the gym, Billy is still revered as a boxer, and Georgie, a training assistant, has saved Billy's old gloves. However, Billy feels disrespected when Goodman keeps him waiting, and shouts that he will return in thirty minutes, leaving his son at the gym. Later, T. J. finds his father drunk at a bar and helps him home. In the middle of the night, Billy steals $20 dollars from T. J.'s piggy bank and drives to a casino. Returning the next morning, he announces to the stable employees and T. J. that he won $6,400 and bought gifts for everyone. Just as T. J. thinks his father has forgotten him, Billy presents him with a racehorse, named "She's a Lady." T. J. becomes the center of attention as he rides around the stable, the proud owner of a filly. On race day at Hialeah, T. J. prepares his horse and jockey for the next heat. Nearby, Annie Phillips, a rich, successful fashion designer who is part of the society crowd in attendance, overhears T. J. bragging that "She's a Lady" will win. Charmed by the boy's gumption, Annie promises T. J. that she will bet $10 dollars on the horse. During the race, "She's a Lady" is on the verge of taking the lead when she falls. From the stands, Annie watches through her binoculars as T. J. runs across the track to his stricken horse. When she recognizes her ex-husband, Billy Flynn, following the boy, she realizes that T. J. is the son she left seven years before. At the stables, T. J. and Billy wait anxiously for the veterinarian to decide the fate of "She's a Lady." As soon as Billy sees Annie approaching, he yanks her aside to disclose that he explained her seven-year absence by telling T. J his mother had been killed in a car accident. Annie understands that she gave up custody during the divorce, but wants to see her son. T. J. interrupts their argument with the good news that his horse's wound is only superficial. Annie reintroduces herself to T. J., but Billy takes his son and walks away. After reconsidering, Billy allows T. J. to visit Annie one afternoon, without revealing that Annie is his mother. Dressed in a suit, T. J. spends the day on the Phillips' yacht. Afterward, he is enthusiastic about the visit, telling his father that Annie and her husband, Mike, are not snobby like most "turf clubbers." Sometime later at a casino, Billy's winning streak comes to an end and he incurs a debt of $2,000 dollars, which he must pay in forty-eight hours or the backer, Whitey, will take possession of "She's a Lady." After unsuccessfully pursuing other options, Billy borrows the money from Annie. Later, he is furious when Whitey arrives at the stables to collect T. J.'s horse, since Billy assured him that he would deliver the $2,000 dollars that afternoon. Billy pulls Whitey from the car and punches him. When security guards try to intervene, Billy attacks them until police arrive and arrest him. In jail, an attorney informs Billy that Annie wants to look after T. J. while the case is settled. Billy tells his son about the arrangement, but T. J. does not understand. To convince his devoted son that he is "a bum," Billy declares that he is tired of taking care of T. J. and slaps him. On the yacht, Annie helps T. J. unpack when she accidentally reveals that she is his mother. As she tries to explain, T. J. says that his mother is dead and screams for her to go away. After being released from jail, Billy returns to the racetrack where he sees T. J. in the stands with his suitcase. They hug, and Billy says that he will never leave again. That evening, Annie arrives at the stables to confer with Billy about T. J., since the boy will need an explanation now that he knows his mother is alive. As Billy becomes emotional about his own needs, Annie realizes that Billy still loves her. Motivated to start earning a decent living for his son, Billy commits to a boxing comeback. His former trainer, Jackie, arrives in Miami, but expresses concern about Billy's previous blows to the head and recommends a medical evaluation. However, Billy dismisses his headaches and says he has made up his mind. Jackie agrees to help, and they begin training. Meanwhile, Billy encourages T. J. to respond to his mother's letters. At her residence in New York City, Annie explains to her husband that she wants to be in Miami for Billy's fight, sensing that her presence will make a difference. On the night of the match at Miami's Forum, T. J. and Billy are excited to see Annie in the crowd. During an early round, Billy looks strong and knocks his opponent, Bowers, to the floor. In the next round, Billy receives a cut near his eye, but fights back. As the match continues, Billy is briefly knocked down and staggers to his feet, experiencing double vision. When he goes down a second time, the referee considers stopping the fight as Billy's cut continues to bleed. Jackie and T. J. also want to end the fight, but Billy assures them he is okay. All of a sudden, Billy finds a second wind and knocks out Bowers for the victory. He holds up his son as the crowd cheers, but T. J. is alarmed by his father's disorientated and swollen appearance. While leaning against Jackie on the way back to the locker room, Billy collapses. He lies on the table and tells his son that Annie is a good person and to be happy because he won the fight. As Billy dies, T. J. calls for "The Champ" and asks the other trainers to wake him, but Jackie announces Billy is gone. When she enters the room, Annie goes to her son and hugs him.

In California, jobless hippie and stoner Anthony "Man" Stoner (Chong) is kicked out of his house by his rich and classy father. He drives off in his father's car, which breaks down, and Anthony is left stranded near a beach, left to sleep in a ditch over night with his belongings. The next morning, Chicano stoner Pedo De Pacas (Cheech) sets off from his Mexican-family-house in his low-rider car looking for love with errands to run. Pedro drives along the beach where he tries to pick up ladies and sees Anthony with melons stuffed under his shirt. Assuming that Anthony is a large-breasted woman, Pedro drives his car around and tries to pick "her" up, only to be horrified when he discovers Anthony is just a guy looking for a ride. Feeling bad (and liking that Anthony likes his car), Pedro gives Anthony a ride, just missing being caught by the police. While driving, the 2 take a liking to each other being that they both like smoking marijuana. Pedro offers Anthony a small joint, while Anthony shows Pedro a huge joint, made out of dog feces (being that the dog ate Anthony's stash). The 2 smoke the joint and get incredibly high, followed by Pedro accidentally swallowing a lot of acid. The car crashes into a light pole, and the 2 are arrested and the car towed away. In a small courtroom trial, the 2 are being prosecuted when Anthony, still high, begs for water. Pedro grabs some of the judge's "water" for Anthony, only to have Anthony spit it out, revealing it to actually be vodka. With the judge taken away, Pedro and Anthony are let off free. The next morning, after Anthony meets (and argues) with Pedro's band (being that Pedro is a guitarist/singer and Anthony is a drummer), the 2 set off to score some weed. However, the town is dry being that many people are smoking pot these days. The 2 visit Pedro's cousin Strawberry, who is a retired war veteran who is a little messed up in the head and has a large "birth mark" on his face. Anthony stays in Strawberry's messy apartment while Pedro and Strawberry go off on a motorcycle to get weed. While in the apartment, Anthony meets Strawberry's roommate, a coke-head who throws a large drug party in the apartment. Meanwhile, Strawberry has a war flash and loses his mind and jumps off the motorcycle, sending Pedro crashing. When he crashes, he sees cops hiding outside the apartment, ready to bust in and arrest the druggies at the party. Pedro tries to warn Anthony via phone, which is bugged, and the party is busted. Pedro infiltrates the bust dressed like a repossession man, claiming he's there to repossess the stuff. The cops buy the story, and Pedro rescues Anthony. After that, the 2 visit Pedro's friends' place where the 2 get stoned, but not so much being that the weed is bad. At that point, immigration busts in, being that Pedro's friends calling immigration on themselves to get a free ride to a wedding in Mexico. Of course, Pedro and Anthony, despite their efforts to hide, get caught and deported to Tijuana as well. While in Tijuana, Pedro calls his uncle and gets the address of a upholstery shop and arranges to pick up a van to drive back to America. But after getting fast food over the address, the 2 arrive at the wrong place- an upholstery shop which is actually a marijuana plant in disguise. The factory actually makes materials out of solid and liquid marijuana, which is then smuggled across the border. The marijuana-made things made there are worth up to $9 million, and is heavily watched by police, led by Sargeant Stedanko. Pedro and Anthony show up to the factory, unaware of what it really is, and say they're there to pick up "the van". Rather than getting an actual van, the stoners get a huge green van, made from marijuana, top to bottom. From the steering wheel, the tires, the doors, the gas tank, to the very structure of the van itself, its all made of pure solid and liquid marijuana- and the guys have no idea they're smuggling it into America. The stoners drive their marijuana van to the border where they're stopped by police. Anthony is smoking a joint, which he throws out the window into the window of a car full of nuns. Pedro and Anthony are almost caught, when the police discover the joint in the nuns' car. The car is taken away and the nuns searched and arrested by Sgt. Stadenko and his police officers. Unaware of what they did, the hippies drive through the border back into America in their van, stopping at the border patrol station so Anthony can use the restroom. In the restroom, Anthony pees next to Stadenko and accidentally "shakes himself dry" on the sergeant's leg before leaving. An angry chief leaves the bathroom to have the officers tell him that they were wrong about the nuns, its actually 2 hippies in a big green van. Realizing who Anthony must have been and the green van was completely ignored, Sgt. Stadenko and 3 officers get in the police car and set off on the roads after Pedro and Anthony. It isn't long before the cops get sight of the marijuana van being driven by a Chicano and a hippie. They speed up, only for Pedro to get view of 2 hitch-hiking young ladies. He swerves the van across the highway, causing for the police to accidentally shoot the tires off their own police car. Pedro and Anthony (who have no idea cops are pursuing them), pick up the hitchhikers and drive off. Pedro and one of the hitchhikers make out in the back while Anthony drives with the other hitchhiker. Meanwhile, Stadenko has fixed the tires and has continued the search, having no idea where the stoners could've gone. Pedro and Anthony learn from the hitchhikers that they are actually heading for a battle of the bands concert in Los Angeles, with the winners getting a record contract. Excited, Pedro and Anthony decide to go to the battle of the bands with the ladies and compete. But first, they need to stock up on some weed. The 4 stop the green van at a police station, where a stoner female cop goes to get the 2 ladies' illegal marijuana. Pedro and Anthony use this time to play with the intercom and police transmitter, taunting Sgt. Stadenko over the radio. At this point, Stadenko is really upset, and he and his cops show up at the station. Stadenko goes to use the bathroom, where Pedro is. Pedro too "shakes himself dry" upon Stadenko's leg as Anthony did earlier and leaves, making Stadenko angrier. Pedro and Anthony and the girls, acquired with weed, return to the marijuana-made van and head on to the road again to Los Angeles. However, unknown to the 4, the gas coming out of the van is pure marijuana smoke, getting anyone who inhales really high. This occurs at the police station where someone near the van gets high and a case of the munchies, ordering multiple hamburgers from a nearby fast-food stand. While they drive along the highway, the smoke from the van spreads out the exhaust pipe, getting all driving by with their windows down really high. At one point, a police officer on a motorcycle speed after them, but inhales the smoke and gets high, and forgets what he's doing. Pedro, Anthony, and the women get away, but the high cop is found by Stadenko, and, while high, reveals where the marijuana van headed off to, and Stadenko follows after the van. The van soon arrives in Los Angeles to the Roxy Theater where the battle of the bands takes place. Pedro and Anthony head into the theater and enter the competition, leaving the ladies behind. While inside getting ready, Anthony isn't feeling good so he takes some pills given to him by the hitchhikers- which turns out to be acid. Anthony slowly gets high, and the smoke from the van enters the vents backstage and gets both Pedro and Anthony very high as they prepare to go on. As a result, Pedro dresses in a pink tutu and a Minnie Mouse bow, while Anthony dresses in a red Quaalude. Meanwhile, outside, Stadenko and crew have found the theater, and try to get inside, but are shooed off by real policemen, being that they've left their badges in the car and don't have tickets. The van is almost towed away and Stadenko tries to take the van but is denied the right to have it taken away. A billion-dollar bust, gone. Stadenko and the cops hang around the van waiting for Pedro and Anthony, but get high off the smoke, and Stadenko is soon turned into a huge stoner (as seen in the movie Cheech and Chong's Nice Dreams) as the van burns down into nothing but marijuana smoke, getting everyone in Los Angeles really high. Back in the theater, it is Pedro and Anthony's turn to go on. The van has nearly burned down and all the smoke entering the vents has gotten everyone in the theater high. The 2 go on stage, really high from the van smoke, and almost knock over the band equipment. The 2 then play their rock song "Earache My Eye" (an actual song on a Cheech and Chong record), about a gay boy trying to live his life. The song is a big smash (even though Pedro had just written it and sang it as he went on), and Pedro and Anthony win the contest and the record deal, although still very high. Days later, Pedro and Anthony are back in California from their whole drugged-up adventure, driving in Pedro's low-rider on the street next to the beach where they first met. They're happy, talking about their new record deal and all the possibilities that can happen, when they decide to smoke some hash. Anthony smokes some and hands it to Pedro, who accidentally drops it in his crotch. Pedro's crotch starts burning up and he freaks out as he and Anthony try to put it out. The car crashes as the hash starts burning up, and Pedro and Anthony (Cheech and Chong), their car, and the record contract are all left, well, up in smoke.

The Charlestown Chiefs, a minor league hockey team, need to drum up attendance for their upcoming game with a team from Hyannisport. Television host Jim Carr (Andrew Duncan) interviews Denis Lemieux (Yvon Barrette) on his show "Sports Talk" about the "finer points of hockey." English is the French Canadian player's second (and not best) language, but Denis gamely describes penalty moves like hooking and slashing, using his stick on Jim to demonstrate. Reggie "Reg" Dunlop (Paul Newman) is the team's aging player/coach, and the team is dead last in the second-rate Federal League. He meets opposing player Nick Brophy (Jon Gofton) at center ice to start the Hyannisport game, and Nick reveals he is drunk and resents that his coach put him in the game. In the broadcast booth, Chiefs player Dave Carlson (Jerry Houser), who supposedly was injured in a previous game, reveals that he isn't playing because he actually has a cold. The lone quality player for the Chiefs is Ned Braden (Michael Ontkean), who is not only the highest-scorer in the Federal League (he makes his record shot during the Hyannisport game), but he is also a Princeton grad who plays for the love of the game. Joe McGrath (Strother Martin), the team's manager, seems to be receiving encouragement by the mysterious team owner to come up with publicity stunts for the players. Some of the men are put into a fashion show, and Johnny Upton (Allan Nicholls) has had it: he warns McGrath that he plans to flash the audience so they won't have to do such degrading things again. Joe blows him off to make a phone call to locate Reg and Ned, who should be at the show as well, but has to stop the call short when cries of shock and disgust greet Johnny when he makes good on his threat and flashes the audience as he takes the runway. Ned and Reg pass the mill, which Ned tells him is going to close and lay off 10,000 workers. The Chiefs will have difficulty filling the stadiums with most of the town's residents suddenly out of work. Ned's wife Lily (Lindsay Crouse) drives them home from the local bar, uptight about being a hockey wife with a troubled marriage in a town she can't stand. Ned gives his attention to their St. Bernard dog Ruby and doesn't seem interested in his wife's attitude. Joe is training Reg for a future in an office job and tells him to pick up the three new players he obtained from the Iron League -- the Hanson Brothers (Jeff & Steve Carlson, David Hanson). He finds them at the bus station by the noise of one of the boys trying to force a lost quarter out of the vending machine by shaking it down. He takes them to their hotel where the team will pick up their expenses for a week and, as they go down the hall for sodas, he notices toy cars and tracks in their suitcase. Reg is less than impressed with the new acquisitions, and rails at Joe for picking up any discarded players he can find at rock bottom prices; his plan is to refuse to play them. At the bar Reg meets his (eventually) ex-wife Francine (Jennifer Warren), with whom he still has a good friendship. Before the bus leaves for an away game, Lily offers Ned a book with all the sex scenes highlighted, but he refuses to take it, though Reg is impressed. On the bus, Ned runs a betting pool and says that he will earn enough money to buy the team so he can run it his way. The team worries about a crazy player named Oggie Oglethorpe (Ned Dowd), but learn he was suspended and won't play. As Reg leaves the hotel for the game, he spots the Hansons playing with their racing cars. In the locker room, he sees them wrapping their knuckles with aluminum foil and tape prior to the game. Reg has a roll in the hay with Suzanne Hanrahan (Melinda Dillon), who reveals that she discovered she is a lesbian after a night of drinking and exploratory sex with another player's wife. On the ice, Reg decides to sneak a goal and approaches Tommy Hanrahan (Christopher Murney) in the goalie cage, skating by and egging him on about his wife being a dyke; Hanrahan chases Reg and leaves the cage open for a Chiefs goal. Ned is disgusted and calls the team's win "garbage." Reg, however, wants the team to be fired up and have hope for the future, so he works with reporter Dickie Dunn (M. Emmet Walsh) to suggest that a Florida retirement community may buy the team. The next day Reg sees Lily in the town square and talks with her; she is in a bad mood and even cusses over a statue of a dog in the square, supposedly a canine hero credited with saving the town during a 1938 flood. Reg tries to bolster the team's morale one player at a time, and talks with Dave Carlson about aging and suggests it may be time to quit hockey. Dave idolizes Reg, and when Barclay Donaldson (Ross Smith) from the Broom County team suggests that Reg shouldn't be in the league, Dave goes after him, and the fight puts him out of the game. Finally, desperate to win, Reg releases the Hansons on the rival team. The Hansons immediately assault and brutalize the opposition, much to the delight of Charlestown's working-class fans, who create a booster club and begin following the team on their own bus to attend away games. At a game against Peterboro, the teams begin fighting before the game begins and with no officials on the ice to stop the ruckus. The boys are mutilated as they finally stand at attention for the National Anthem. An official breaks ranks to yell at the Hansons, but one of them points out that they are at attention because the song hasn't finished, and the official cools off. By the time the team goes to an away game against Hyannisport they are winning, but their reputation has preceded them, and mobs of people boo them at their arrival. They stop jeering when the bus drives by with all the Chiefs and boosters mooning them out every bus window as they pass. The other Chiefs players soon take their cue from the popularity of the Hansons and become "goons," fighting as much as (if not more than) actually playing hockey. At Peterboro a fan throws something and hits a Hanson in the face, and all three brothers take to the stands to find and pummel him. After the game the police arrest the Hansons. Peterboro still loses the game. When the bus arrives back in Charlestown and Ned is not on it for Lily to pick up (he gets off and walks the last few miles), Lily is upset and tears out of the lot in her van, but not before Reg climbs aboard and starts talking to her about getting her head straight. She drops him at his place and drives off in tears. Francine tells Reg she has a job offering in Long Island and will be moving away. Reg goes on Jim Carr's radio show to announce that he wants to put a $100 bounty on the head of Syracuse player Tim McCracken (Paul D'Amato). Dave (who has taken the name "Killer") Carlson calls Reg, anxious to claim the money, which Reg says will have to be earned. Reg tries to get some sleep before the game, but Joe calls to read him off for putting a bounty on a player's head, and suddenly Lily has arrived with the dog (who takes over Reg's bed) and her belongings, anxious to straighten herself out. Reg passes out in the remaining bed space left by the St. Bernard. Before the game, Reg yells at the organist for playing "Lady of Spain" and rips up the sheet music. The game is going well, with plenty of beatings between goals, but Ned refuses to play dirty, so Reg benches him (first in his career) and Ned goes to the broadcast booth to gripe to Jim Carr, going into an uncharacteristic tirade and discovering that Jim wears a toupee (and announcing it on the air). Finally, Reg finds out that the team is owned by somebody named McCambridge, so he goes to the owner's home to talk with him. It turns out he is a she: widow Anita McCambridge (Kathryn Walker) tells Reg that she abhors violence and won't let her kids watch hockey. She plans to fold the team to take a tax write-off as her accountants have recommended. She realizes the Chiefs can be sold, but chooses not to. Disgusted, Reg insults her and leaves, then drives to Ned's house to find he is out in the woods trying to avoid talking to him; he yells to Ned that he can play however he wants and, since the team is folding, he wants to go out in style. Reg takes Lily to Francine's beauty shop for a makeover at his expense. She says Lily is pretty and could look like Cher with the right hair and makeup. At the championship game, Reg tells the guys that he wants to play "old time hockey" and not be a goon for what might be his last game. The Hansons are all for it, so they take the ice and wait for the Syracuse team to come out, but the ice remains empty. Then the announcer receives the roster for the opposition: they have brought out the top goons to play against the Chiefs, including McCracken and the dreaded Oglethorpe. The moment the puck drops, the Syracuse men launch upon the Chiefs in a massive fight. Ned doesn't get involved, and Joe sits in amazement in the stands as his boys don't fight back. At the half-time break, Joe hollers at the mangled Chiefs that he has gathered every major NHL talent scout to the game to watch them and offer contracts. Back on the ice, "old time hockey" is gone, replaced by the Chiefs' old ways. While Ned sits on the bench, he suddenly spots Francine escorting the new, improved Lily to the stands; he is overcome with the sight of her, and suddenly he skates out to center ice and begins removing parts of his uniform. Jim Carr is stunned and disgusted, but the band launches into "The Stripper" as Ned continues his striptease and the other players slowly cease their fighting to watch. McCracken yells at an official to stop Ned, but he finds nothing wrong and won't interfere. McCracken then strikes the official, who declares the Syracuse team has forfeited the game and takes the winner's cup to Reg, who passes it to Ned as they skate off the ice (Ned stripped down to his skates and jockstrap) to thunderous applause. The Chiefs win the Federal League and receive a heroes' welcome back in Charlestown Reg is pleased that the NHL's Minnesota Nighthawks want to hire him as their coach, and that several key Chief's players will be part of the bargain. Reg and Ned sit atop a convertible in the victory parade, and Lily is by Ned's side. Reg says farewell to Francine, who interrupts the victory parade in town as he lets her drive through with her things in a trailer, and he tells her to stay in touch through his new team.

Chaney (Charles Bronson) rides into New Orleans with two dollars in his pocket. He meets Speed Weed (James Coburn), a fast-talking promotor of bareknuckle fights. Speed, against his own instincts, gets Chaney a bout with one of the local toughs, and a career (or two) is launched. Chaney quickly makes a name for himself, but Speed does his best to self-destruct, setting up a final fight that's a life or death matter for Speed.

Widowed Ben Holden, his young daughter K.T., and his girlfriend Nicky, are on a road trip through the California desert. They had stopped for K.T. to get a snow cone and play at a playground. On the road again, at a sharp corner along the highway, they spot a smoldering demolished car along with what appears to be human remains. Ben quickly drives to the nearest town of Hillsboro to report the incident, but upon arriving, is treated as a criminal offender by the town sheriff, Pete. He is placed up against his car while Pete holds a gun on him. The town residents hide inside their homes, observing the goings as they peer from behind curtains. Pete eventually releases Ben, and the family flees. Unbeknownst to Ben, the town is on edge because 26 of its residents have met violent deaths in the past three days, and numerous children have disappeared. Pete, his deputy Tobey, and the town physician, Dr. Duncan, travel to the wreckage along the highway. They find that the two adult drivers were killed, and that their young son, Timmy -also a resident of Hillsboro - is missing. Ben, fleeing Hillsboro, is startled by a young girl who appears in the road. He swerves to avoid her, and crashes his car. With nowhere to go, he, Nicky, and K.T. head back into Hillsboro on foot. That night, resident Ed Meadows and his wife, Mildred, are inexplicably killed in their home after one of their daughter's dolls apparently comes to life. Their daughter disappears. Meanwhile, at the abandoned Barry house overlooking the town, Dr. Duncan gathers in a secret room with the elderly residents of the town. The elders are in fact a coven of witches who worship Satan, and Dr. Duncan is their leader. During their ceremony, numerous children stand entranced on pedestals, vessels into which the witches plan to transfer their souls. Shortly after, Ed's son Stuart, and daughter, Phyllis, join a group of children outside their home, who escort them to the Barry house. Ben, Nicky, and K. T. reach the Meadows home, and find Ed and Mildred's corpses. In town, Ben and his family are welcomed to spend the night at Pete's home, where Dr. Duncan makes an unannounced visit. Jack, the town's Catholic priest, suspects an evil influence in the town, and stays up late into the night researching devil worship. In his studies, he notices a preponderance of children figuring in the literature. Back at Pete's house, Nicky suffers a nightmare. In the morning, Ben decides they should leave. Peter allows them to borrow his car, but they get a flat tire on the edge of town. Upon exiting the car, Ben and Nicky realize that K. T. has vanished from the backseat. K. T. joins the town's children at the Barry house, where they play with toys and other party favors in a room decorated with murals of dead children and cloaked figures. A birthday cake for K.T. is brought with black icing. Ben and Nicky return to town to report K.T. missing, and are met by Father Jack, who tells them she has been kidnapped by witches. He believes they will use her and the other missing children in a Satanic ritual. Meanwhile, Mike, another local resident, finds his son Joey wandering out of their home in a trance. He runs after him into the woods, where he is decapitated by an armored figure riding a horse. Father Jack witnesses the incident, and flees in terror to report it to Pete, Ben, and Tobey. The coven needs one more girl to complete their set of 13 of matching genders. K.T. provides it, which is why they let Ben's car into town. Having acquired one child for each member of the coven, Dr. Duncan begins the ritual at the Barry house, entreating Satan to help transfer their souls into the bodies of the young. Ben, Pete, Tobey, and Father Jack unite and rush to the Barry house. Outside, Pete finds a toy horseman lying on the ground, with a blood-covered lance. This terrifies Father Jack, who realizes that the coven has been causing the children's toys to manifest as instruments to kill their parents. The men quickly break into the house, but find they have arrived too late-the witches have all perished, and their souls transferred into the children. When Ben, Pete, and Tobey break down the door to the ceremonial room, they find K. T. and the other children gathered around a cobweb-covered table, along with dolls resembling some of the coven members. The children stare at the men in silence.

Young tomboy Mattie Ross (Kim Darby) loves her father. But when this father gets killed by a tramp called Tom Chaney (Jeff Corey), she is determined to see him hang. She goes to Fort Smith and discovers that Tom Chaney has fled in the Indian territory, where only a marshall can get him. A marshall who has true grit, in order to vanquish not only Chaney, but also the group of outlaws he has connected with, led by the notorious bandit Ned Pepper (Robert Duvall) and including Moon (Dennis Hopper) and Quincy (Jeremy Slate). So Mattie finds the toughest marshall of the West : the one-eyed Reuben J. "Rooster" Cogburn (John Wayne), who's never known a dry day in his life, and hires him - with $100 - to go after Chaney and Pepper. Rooster soon pairs with young Texican La Boeuf (Glen Campbell) who also looks for Chaney as he had killed a Texas-senator before murdering Mattie's father. Mattie and La Boeuf are soon at odds, as the latest doesn't want her to join the chase, but Mattie hangs on and Rooster lets her come with them. Strong-headed Mattie, fast talking La Boeuf and sharp Rooster engage themselves in a battle of wits and, at the same time, on Chaney's tracks. After an ambush where Moon and Quincy are killed, Mattie gets face to face with Chaney and wounds him before being kidnapped by Ned Pepper. Ned forces Rooster and La Boeuf to withdraw and leaves Mattie with Chaney as a hostage. But La Boeuf comes back and captures Chaney. Mattie and La Boeuf witness the last fight between Ned Pepper and three of his men on one side, Rooster all alone on the other. They all charge on their horses and Rooster kills three men and injures Pepper before his horse (Bo) is killed under him. He desperately tries to get his gun as the dying Ned comes closer. At the very last moment, La Boeuf fires from the hill he stands on with Mattie and shoots Ned before Rooster gets killed. Chaney then escapes and hits La Boeuf on the head with a big stone, only to get shot again by Mattie. With the gunfire, she falls in a pit where a deadly snake threatens her. Rooster arrives at that moment, kills Chaney who was still trying to hurt Mattie and goes down the pit to save Mattie. The snake bites her and Rooster's unable to go up the pit with the unconscious Mattie. La Boeuf wakes up just a little while to pull them out with a horse and a rope, before falling dead. Rooster leaves him on the field and kills his horse under him to bring Mattie to a doctor. At the end of the movie, Mattie is back to her ranch where she heals slowly. Rooster comes and visits her. She shows him the cemetery where her father rests and she offers him, as he has no family, to rest beside her after his death. He takes on the offer with a joke and departs, jumping over a fence and yelling: "Come and see a fat old man sometime!"

It is about May of 1948 in a small northern Florida town. As the film opens, Lucas Jackson (Paul Newman) is using a pipe cutter to cut the tops off of parking meters. He is drinking, possibly drunk, but not violent. When the police arrive, he is peacefully arrested. Luke and three other men arrive at a rural Florida prison where they serve on a road gang performing hard labor. When he arrives at the prison, the warden reads his record. He remarks that Luke had been in the Army, attained the rank of Sargeant, was awarded several medals, but was discharged as a private. Something he did got him busted back down to the same rank at which he entered the Army. Luke is sentenced to two years. Dragline (George Kennedy) is clearly the leader of the prisoners. He is uneducated and illiterate, but smarter, stronger, bigger, and does not hesitate to exercise his power over them. Most of the prisoners willingly submit to Dragline, but Luke does not. There is no open opposition to Dragline, just a casual refusal to change his behavior in order to please others. Nevertheless, Dragline sees this as a threat to his power and dominance. The men leave at sunset and perform over 12 hours daily of grueling hard labor under intense heat and humidity on the side of the road cutting grass with a sickle or shoveling dirt. One of the new prisoners passes out the first day and another one tries to get out of the detail by sweeping, which was a trick played on him. Luke makes it the first day, but exhausted and barely able to get back into the truck. At the end of the first day for the new men, Alibi, the one who tried to get out of the hard labor by sweeping, is made to sleep in the box the first night, a cramped isolation unit outside to learn a lesson to not challenge the guards. After Luke says something that Dragline takes as a challenge to his authority, Dragline arranges for he and Luke to have a boxing match. Being much larger, Dragline simply pounds Luke into a pulp, but Luke will not give up, or stay down on the ground. What begins as a boxing match with enthusiastic prisoners and guards watching slowly turns into a sad spectacle. Prisoners begin to plead with Luke to lay down and refuse to get back up, and eventually Dragline himself pleads with Luke to simply stop fighting back, but Luke will not stop. The prisoners begin to walk away, unable to watch the sad scene any longer. Dragline himself wants the fight to end, and at one point has to catch the beaten and exhausted Luke from falling down, carrying him across his shoulder and gently setting him on the ground, only to have Luke use what little strength he has left to tap Dragline with one last punch. Finally, even Dragline cannot continue. The only men who are still watching are the guards and the warden, but the warden seems concerned about Luke's stubbornness and the guards remain indifferent. Luke becomes the prisoners' hero, and even Dragline is now respectful of Luke during a card game that night of having tricked a fellow opponent on betting with a bad hand dealt, giving him the name "Cool Hand Luke." On the chain gang, Luke encourages the other prisoners, by his own attitude and energy, to excel at their menial tasks. This not only encourages camaraderie among the prisoners, it deprives the guards of a stick to hold over the prisoners' heads. The prisoners are forced to shovel sand over a freshly tarred road, and they perform the job so quickly and with such a sense of competition that they complete the job early, and thus by default earn a few hours of relaxation, because there is no more road on which to work. On a Sunday, Luke's mother comes to visit him, visibly ill and dying of cancer or emphysema and still chain-smoking, and it is clear that Luke gets his independent streak from her. He admired her ability to live life on her own terms, and has tried to emulate that, but with much different results. During one very hot and rainy night, Luke decides out of the blue that he can eat 50 eggs. Most of the other prisoners oppose and that it's impossible or will kill him, but Dragline begins to take bets. Luke barely succeeds at it and collects all the money from bets. Soon after, Luke receives a telegram that his mother has died. The warden uses the death of Luke's mother as an excuse to lock him in "the box," solitary confinement in a hot wooden shed. The warden claims that men will often run away when their relatives die, so he locks Luke up until after Luke's mother is buried. This has the opposite effect, and Luke promptly escapes after being released from solitary. Luke is later caught, after mailing a picture and magazine back to his former fellow prisoners. He is double-chained, but escapes a second time. Again, he is recaptured. While Luke is becoming the "hero" of his fellow prisoners, it is a role he does not want. He admonishes them to "stop feeding off me," to stop living life vicariously through his acts. The guards and warden determine to break Luke's will. They force him to dig and bury, then re-dig and re-bury, a ditch. He is beaten and tormented, until he finally begs God to spare him from the warden and guards. They take this as a sign that he is finally a broken man, and Luke himself later admits that it did break him. A few days later, the guards have now made Luke a trustee. Nonetheless, when he is later given an opportunity, he seizes it and escapes again, stealing one of the prison trucks to make his get-away. This time, Dragline decides to go with Luke. Only later, after their escape, does Dragline weigh out the consequences. He had only two years left on his sentence, but now - if caught - will probably have many more years in prison. Dragline wants to team up with Luke, but Luke tells him that he wants to go alone. Luke has always been an individual, not a conventional leader, and does not want to take on that role now. Luke goes into a church, after being completely irreverent to God through the entire film, and asks God to help him escape. But the warden and guards arrive, and when Luke mocks them from the church window, he is shot. The local police want to take Luke to the hospital, but the warden insists that they take him back to prison instead. It is clear that Luke will not make it that far, but the warden heads off with Luke in his car. The one guard who always wears sunglasses is attacked by Dragline, and though Dragline is subdued, he managed to take off the guard's mirror-like sunglasses (and the warden runs over them with his car). In the final scene, Dragline is regaling the prisoners with stories of Luke's final moments, and it is clear that Luke is dead. He is the true anti-hero, never wanting to be anybody's role model, just wanting to live life on his own terms. But like the guard's sunglasses, Luke managed to unmask the injustice and hypocrisy of the system in which he was confined. Basically, he gave up his life over a parking meter, but in the final analysis he could not be broken by the system.