 With the gang business washed up, Ricky Dean (Lloyd Nolan), suave first lieutenant to racketeer Chink Moran (Sheldon Leonard), and Louie Lanzer (Albert Dekker), a has-been fighter with itchy fingers, decide to take a peaceful vacation in the country. They are followed by three hard-boiled characters, Fingers (Horace MacMahon), Ziggy (Edward Brophy) and Crusher (Warren Hymer). Ricky, thinking they are to be rubbed out for deserting Chink, who has been drafted into the Army, stops his car and confronts them. But they merely want to ask Ricky to be their new boss. He declines but promises to call them sometime if the need arises. They are speeding through a Connecticut village and are stopped by yokel Constable Sam Smedley (Olin Howlin as Olin Howland). Judge Paradise (Richard Carle), with his daughter Virginia (Constance Moore) as court clerk, fines them $5.00 each, plus $37 costs - or 30 days in jail. They, while waiting to hear from Jimmy s lawyer, are taken to the cells and are amazed to find the tumbledown jail wide open, with prisoners walking in and out. The door won t lock. The judge explains to Jimmy that Middle Village is unincorporated and broke, its sole income being traffic fines. The town s bonds, for everything from the houses to the village pump, are owned in New York. He also adds that anyone in jail in an unincorporated village is safe from the outside law - Federal,State and City. Ricky, fine paid, hustles back to New York and buys the town bonds for $40,000. Back in Middle Village, Ricky starts the ball rolling;he retains Judge Paradise, sends for Fingers, Ziggy and Crusher, and renovates the jail into a luxurious club. His lawyer then starts a stream of "customers on the lam" who pay $1000 a week for the comfort and protection of the Middle Village Jail. New fire chief Crusher, police chief Ziggy and the others board with Henrietta (Barbara Jo Allen), a maiden lady with aspirations of becoming a gun moll. She also startles them with her collection of wanted posters, their pictures among them. Louie and Henrietta fall for each other. Virginia, in love with Ricky, tries to talk him into doing big things for the town, such as reopening its one-and-only factory. Ricky agrees when the Army offers a defense contract for shell casings. Meanwhile, Chink has gotten out of the Army and buys Louie s half interest in Middle Village. He tells the "boys" they are suckers for letting Ricky spend the jail "take" on civic improvements and he plans to wreck the factory deal.