They are Mutt and Jeff, two down-and-outers on the open road. Gene Hackman is Max, an old gruff bear who claims that he can "tear the ass out of an elephant." He's fresh out of prison for assault. Al Pacino is Lion, a guy who went to sea six years ago leaving his wife and child behind. The two drifters meet bumming across America and strike up a friendship. Max offers Lion partnership in a car-wash he will start up in Pittsburgh, which is where his savings account happens to be.

Cinematographer Vilmos Zsigmond gives us varied and picturesque slices of the countryside. Director Jerry Schatzberg lets Hackman and Pacino improvise with the script. A visit to Max's sister (Dorothy Tristan) turns into a party when her friend (Ann Wedgeworth) falls for Max. It's a beautiful scene suffused with contradictory feelings as the two men encounter their first women in a while. Imprisoned for a brawl in a saloon, Max and Lion separate only to be drawn together when Lion is sexually assaulted and beaten by one of the inmates. Another sequence depicts how Max is liberated by one of Lion's sermons on laughter — the bully becomes a billy-goat and dances a strip-tease before a crowd of amused drinkers.

In Detroit, Lion calls his wife and is cruelly deceived. She tells him that their child died and probably never will go to heaven because he wasn't baptized; if her husband had been home, that never would have happened. Lion's philosophy of laughter goes to pieces, and he lapses into a catatonic state. Max vows to return to Detroit with his savings to take care of his buddy.

This is the kind of film where you either swing with the emotions of the two lead characters at the outset or you miss the whole thing. There is no opportunity to get on board later in the film. True, the movie isn't sleazy enough in its portrait of hobo life. True, the ending doesn't quite work. But if you're with Max and Lion all the way, who cares? Gene Hackman and Al Pacino, we luv ya.