12 million Americans are out of work. Trina (Loretta Young) is homeless and hungry when Bill (Spencer Tracy) takes her under his wing, showing her a squatter's camp where she can live. She's soon in love with him, making a castle for him inside a shack; but he's bluff, gruff, and a "bindlestiff", a guy who can't stay put. When Trina tells Bill she's pregnant, he's ready to jump a freight train and move on, but first he wants to leave Trina with some money, so he partners up with Bragg (Arthur Hohl), the camp's louse (who's been eyeing Trina), to rob a toy manufacturer. He's shot and the cops are closing in: does he have any options?