The movie has well-known character actors in supporting roles, including Jack Albertson, Slim Pickens, Strother Martin, Harry Morgan, and Albert Salmi.

– is a drifting confidence trickster who makes his living defrauding people in the Southern United States using tricks such as rigged punchboards, playing cards, and found wallets.

In their escapades, they wreck a town during a hair-raising chase in their stolen car, steal a truck loaded with moonshine whiskey that they sell, break out of a sheriff's office, and discover a riverboat brothel.

Some interior filming (the inside of the Packard home and campsite sequences) was done on a sound stage specially built in Lexington, Kentucky at the Vaughn Tobacco Company warehouses.

[citation needed] Roger Ebert of the Chicago Sun-Times said: "The movie was shot on location, largely in Kentucky, and it gains a real feeling of authenticity.