After being released from prison, notorious thief Roy Earle is hired by his old boss to help a group of inexperienced criminals plan and carry out the robbery of a California resort.

Roy Earle: I wouldn't give you two cents for a dame without a temper.
'Doc' Banton: Roy, this is the land of milk and honey for the health racket. Every woman in California thinks she's either too fat or too thin or too something.
Roy Earle: $500's okay with me. When I need help, I need it bad, and I'm willing to pay for it.
'Doc' Banton: He's on a bad way, Old Mac. Bum ticker, kidney's on the blink, bad stomach, like a kid's toy that's running down. I try to keeping him from drinking but there's no stopping Old Mac. he'll go on doing just as he always has done. Well, maybe he's right. Well, good night Roy.
Roy Earle: Good night 'Doc'.
[goes back in Big mac's bedroom]
Big Mac: Roy.
[points at the bottles of liquor]
Roy Earle: I don't know, Mac, the 'Doc'...
Big Mac: Yeah, I do know.
[takes a drinks]
Big Mac: Yeah, now I feel better.
[finishes writing a letter and puts in a envelope]
Big Mac: That's the works. Now, if anything should happen to me, read the letter and you'll know what to do. As the 'Doc' told you... if I don't lay off the booze, it's gonna knock me off. But I'm gonna die anyhow. So are you. So are we all.
[serves himself and Roy a couple of drinks]
Roy Earle: To your health Mac...
Art: If I didn't know where they were from, I'd think they were phony.
Roy Earle: Poor old Mac. There he was lying dead with $500,000 beside him. Well, it's all yours and all I want is my cut.
Art: You gonna have to wait a few days for that Roy;
Roy Earle: [surprised and annoyed] What?
Art: Don't look at me like that. my share you can put in your eye. Larry's the head man now that Mac's gone.
Roy Earle: Kansas City?
Art: That's him. He's flying out. Now, you leave the stuff with me and hide out for a while. I can help you out a little.
Roy Earle: Are you trying to pull a fast one on me? Because I don't like fast ones.
Art: well take the stuff with you if you feel that way. But it'll be like carrying a bomb around.
Roy Earle: Okay. Give me a couple of $100's and keep this. But if I don't get my end, you not gonna be around long. You and Larry both.
Art: Now don't worry Roy. You'll get it. Here's the $200
Roy Earle: [Roy reaches in the jewelry box and gets a ring] Yeah, that's what I want.
Marie Garson: [Roy goes back to the car where Marie and Pard the dog wait and he puts the ring on a surprised Marie] Oh Roy!...
Roy Earle: That's a present.
Marie Garson: Of course, you would put it on the wrong finger.
[they embrace and kiss]
Big Mac: Times have sure changed.
Roy Earle: Yeah, ain't they? You know, Mac, sometimes I feel like I don't know what it's all about anymore.
Marie Garson: Yeah, I get it, 'ya always sorta hope 'ya can get out, it keeps 'ya going.
Deputy: [Marie crosses the crime scene line] What's the idea you? get back where you belong! Anybody else tries they'll get run in... see?
Healy: [sees Marie crying approaches her] What are you up to sister? Why did you try to get through this line? What did you mean to do? have you a little dog in that basket? A grey and white dog?
[Picks up basket and checks himself]
Healy: Boy!
[signals the officer to come over]
Deputy: What's the matter with her?
Healy: Roy Earle has been traveling with a girl called Marie.
Deputy: Sure I know that. what about it?
Healy: Meet Marie!
Roy Earle: [reading from a newspaper] Listen to this: "Police are hot on his trail. He's traveling with a woman called Marie and a little white mongrel dog who answers to the name of Pard"
Marie Garson: Mendoza?
Roy Earle: Yeah, he squawked. i should have taken care of him when he followed me out. Look at the tag they hung on me? "Mad Dog" Earle, them newspaper rats!
Big Mac: [reading a newspaper in bed not realizing it's Roy and not 'Doc' Banton coming in] I got a swell parley for you tomorrow, 'Doc'.
Roy Earle: Still a sucker for the ponies eh?
Big Mac: [surprised] Hello Roy, old-timer!
Roy Earle: Hello Mac.
Big Mac: You're a sight for sore eyes.
Roy Earle: Yeah, I am sure glad to see you, too. Thanks for the spring. I was just getting ready for another crash-out. What's the matter, Mac?
Big Mac: I don't know. I can't eat. Just not hungry and I can't sleep. 'Doc' Banton says it's my past life catching up with me.
Roy Earle: 'Doc' Banton, is he out here now?
Big Mac: Yeah, I was expecting him when you came in. He's running one those health services under a phoney name. Help yourself to a drink. Well Roy, how does it look and what do you say?
Roy Earle: I can't see nothing wrong with it. If the boys don't blow up on me, it's a cinch. But Mac, it's gonna make an awful big noise in the newspaper.
Big Mac: Well, that's your headache, not mine. The jewlery that's all I'm interested in. look my friend, once you get your mitts on it, keep your mitts on it. Deliver it right here. If you're hot, telephone. This caper means a lot to me. i spent a pile of dough setting it up and I'm in deep. So don't let me down Roy.
Roy Earle: I never let nobody down, Mac. You know that.
Big Mac: Oh I know, I know. But I've been dealing with such a lot of screwballs lately, young twerps, soda-jerks and jitterbugs. Why it's a relief to talk to a guy like you. Yeah... all the A-1 guys are gone. Dead or in Alcatraz. If I only had four guys like you Roy... this knock-off would be a waltz. Yup... times have sure changed.
Bus driver: Just like all dames... she don't know whether she's coming or going.
Healy: [looking at Roy's dead body] Big shot Earle. Well look at him lying there. He ain't much now is he?
Marie Garson: [kneeling next to Roy's body and crying] Mister, what does it mean... when a man "crashes out"?
Healy: Crashes our? that's a funny question for you to ask now sister. It means he's free.
Marie Garson: [picks up Pard and walks with the police in a daze] Free?... Free...
[fade out to credits]
Roy Earle: Of all the 14 karat saps... starting out on a caper with a woman and a dog.
'Red': I almost forgot, Mendoza brought us a present and Roy, I guess you're the engineer. Here.
[Hands Roy the machine-gun case]
Louis Mendoza: Big Mac gave me the machine gun. You know how to work it? Red doesn't, and neither does Babe.
'Red': That's a good one , that is.
Louis Mendoza: What's so funny?
'Red': [Sarcastically says] Does he know how to work it?
Roy Earle: Yeah. Say, you know that gun reminds me of one time, 9 or 10yrs ago. We was getting ready to do a job back in Iowa... when one of the guys got the shakes. Pretty soon we found out that this guy with the shakes had talked too much... and a bunch of coppers were waiting for us at the bank. But we don't say nothing. Lefty Jackson goes out and gets his gun. He comes back and sits down and holds it across his knee.
[Roy positions himself in front of Mendoza and lays on top of the machine gun case looking straight at Mendoza without blinking]
Roy Earle: The guy with shakes is sitting right across the room from him.
[Points at Mendoza]
Roy Earle: Pretty soon Lefty just touched the trigger a little... and the gun went
[taps the case 3 times]
Roy Earle: like that. The rat fell out of the chair dead and we drove off and left him there. Yeah... the gun went
[taps the case 3 times again]
Louis Mendoza: [Everyone just looks at Mendoza, who is nervous and sweating] Well, I better be getting back. I have to go on duty at 8:30.
Roy Earle: What's your stint? You stick right through the whole job don't you?
Louis Mendoza: Oh sure, I stand behind the desk and act like I'm scared. When you fellows get through, I telephone the police.
Roy Earle: [as Roy leaves the cabin, he says] We don't want no slip-ups Mendoza.
'Red': Boys and girls, I got the idea that our boyfriend here is no cream puff. How did you like the little bedtime story about the gun that went
[Taps the case 3 times]
'Red': Did you get the idea?
Louis Mendoza: [very scared] Do you suppose he meant it that way?
Marie Garson: Try talking and find out.