[1] Max Kane helps Rachel, nicknamed "Worm" because of her love of reading, run away from her overly religious and abusive stepfather, whom Max nicknames "The Undertaker" because he drives a hearse and wears black clothing.

Along the way, they meet two con artists, Frank and Joanie, who read about Max and Worm and a money reward for finding them.

This prompts Worm to finally confront the Undertaker about all the abuse he has been doing to her and her mother, revealing the truth to the police.

The book ends with Max and his grandparents insisting that Worm and her mother live with them, which they gladly do.

Max frequently mentions his old friend Kevin, also nicknamed Freak, throughout the book.