"Bags" the boxer (Tim Conway) and his manager, Shake (Don Knotts), are quite a pair: One is a dim bulb, and the other has a mean streak. Times are tough and they must save their gym, so they line up some money making fights. But when Bags and Shake discover that the bouts have been rigged, they end up with their backs to the wall and must fight back -- literally.

When Sean's macabre work begins selling from her art gallery walls, Lacy decides to meet this new up and coming artist in his small Montana town . While there, Lacy discovers the horrible answer to a town mystery and the true inspiration of Sean's work.

A big-city developer moves into a peaceful little valley, intending to buy up all the land and turn it into a gambling mecca, but the local residents have other ideas.