Produced by Walt Disney Productions, it is a sequel to The Apple Dumpling Gang (1975), starring the comedy duo of Tim Conway and Don Knotts reprising their respective roles as Amos and Theodore.

Amos Tucker (Conway) and Theodore Ogelvie (Knotts), a pair of bumbling holdup men now going straight, arrive in the "boom town" of Junction City to start anew.

But the "jail" turns out to be a cover for a robber baron named "Big Mac" (Jack Elam) who proceeds to recruit Amos and Theodore for an upcoming train robbery.

With the help of Jeff Reed (Matheson), an army intelligence officer who posed as an enlisted soldier to uncover a conspiracy of military robberies, and Major Gaskill's daughter Millie (Davalos), they arrest the robbers and their inside man Lt. Jim Ravencroft (Robert Pine).

Conway and Knotts have perfected their bumbling routines to a very minor art form, but principal laughs are supplied by drunk jokes, and character names such as Jack Elam's Big Mac.