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On a road outside of Gainesville, Joe Palooka, his wife Ann and boxing manager Knobby stop for gas, where station attendant Kenny Smith recognizes Joe as the famous heavyweight boxing champion. Driving along the same road, three escaped convicts are fleeing the law in a hijacked hearse, when they run out of gas. The Professor, leader of the convicts, orders his thug Dutch, who is disguised as a heavily veiled woman, to kill the innocent driver. A young boy, fishing nearby, witnesses the murder and runs to tell Kenny, the deputy sheriff. Meanwhile, the Professor, Dutch and Chuck attempt to flag down a ride and, despite radio reports about three escaped convicts, the soft-hearted Joe picks up the hitchhikers. Knobby offers the two men cigars and, when he drops one on the backseat floor, notices that the widow has distinctly male legs and deduces that they are the convicts. He warns Joe and Ann of the danger by writing a note on the map, and suggests out loud that Joe reconsider his directions. After looking at the map, Joe sees the note, panics and drives faster. The Professor notices Joe's anxious behavior, orders them off the road and, failing to recognize the boxer, decides to use Joe, Ann and Knobby as fronts. The convicts force the three into the woods, where they find an abandoned shed in which to hide. The Professor then takes Ann and goes to search for a car to steal, promising to return in a short while. When the Professor and Ann do not return promptly, Dutch threatens to kill Knobby and Joe. After the Professor returns suddenly and distracts Dutch, Joe punches him and the Professor, exasperated by Dutch's bad temper, knocks him to the ground. Dutch warns the Professor that he should apologize to him, but the Professor ignores him and orders everyone to follow him to the stolen car. Meanwhile, the police, alerted by Kenny, are on their trail and the radio bulletins describe the stolen vehicle. After the convicts, and their hostages check into an isolated inn, the Professor leaves to find another car. Joe then suggests a game of two-handed elbow, challenging Dutch with one hand and Chuck with the other. After he easily pins their hands to the table, Ann hits one over the head with a vase and Joe punches the other. At that moment, the Professor returns and, having discovered Joe's identity, decides that Joe, Ann and Knobby must die. Knobby nervously proposes that instead, the convicts let them live in trade for the $100,000 purse that Joe is expected to win in his next big boxing match. Dutch, still sulking about the Professor treating him like a child, decides to take the money for himself. Later, while the hostages are asleep, Dutch quietly lures Chuck and Professor outside one at a time, brutally beats them and leaves them for dead behind some bushes. With the others eliminated, Dutch accepts Knobby's deal on the condition that he hold Ann hostage until the money is delivered and that Joe tell the police that he, Ann and Knobby were lost in the woods. Joe accepts Dutch's terms, but a reporter friend of Joe becomes suspicious when the normally friendly Joe refuses any interviews before the match. The reporter brings a police officer to Joe's apartment, but Joe, concerned for his wife's safety, accuses the reporter of doing "anything for a story," prompting the officer to leave. On the night of the fight odds are in Joe's favor, but moments before the bout, Dutch calls, tells Knobby to place a $100,000 bet against Joe and then orders Joe to lose the fight. In the first two rounds of the match, Joe's poor performance cause boxing announcer Jimmy Wallington to predict that Joe will lose the championship. However, in the third round, Joe allows himself to be knocked out of the ring, landing within feet of Dutch's seat. After Joe punches Dutch, Ann shouts that the widow is actually a convict and has a gun in his purse. When the police surround Dutch, Joe resumes the match. With only forty-five seconds to go, Joe finishes the fight triumphantly and Ann climbs into the ring, where Joe takes her into his arms and kisses her.