Orville and Clyde accompany Philo to Denver, and on the way, they meet a woman named Echo who becomes Orville's girlfriend. They earn money along the way by booking fights for Philo. After a fight in a slaughterhouse, the man holding the money tries to stiff Philo. This incurs the wrath of Echo, who fires two shots from a .38, dead center into a side of beef (the wrath incurred by the side of beef was accidental). She lets the crowd know she knows how to shoot, saying, "The second shot was to let you know the first was no accident." The man hands over the money. Knowing that Philo has come to look for her, Lynn helps the Black Widows lure him into a trap. Philo sees Lynn and attempts to talk to her, but finds himself surrounded by the Black Widows. He manages to fight most of them until Orville intervenes. Using a garbage truck with a dumpster hoist, he dumps all the motorcycles into the back of the truck. The Widows charge the garbage truck, but Orville gets away. Philo, Echo, and Orville then escape. Philo finally finds Lynn and she reveals her true nature to him. Hurt by her callousness, Philo says that he is the only one dumb enough to want to take her further than her bed. Philo having now incurred wrath himself for the first time, he watches as Lynn erupts in a fit of rage, striking him repeatedly until she collapses in tears. Orville learns that Tank Murdock, based in the area, is ready to retire after one more fight. Orville makes the arrangements, and Philo faces his elderly nemesis. During the fight, the crowd, initially pro-Murdock, begins to insult him, with some murmurs that Philo is going to be the next Murdock. Philo lets his guard down, intentionally giving Murdock a clear shot, knocking Philo down for the count. Murdock, having regained the crowd's esteem, is allowed to retire undefeated, although he knows Philo let him win. Clyde, Orville and Echo head home the next day, free and clear of any and all wrath. Cast Clint Eastwood as Philo Beddoe Sondra Locke as Lynn Halsey-Taylor Geoffrey Lewis as Orville Beverly D'Angelo as Echo Ruth Gordon as Ma Walter Barnes as Tank Murdock George Chandler as D.M.V. Clerk Sam Gilman as Fat Man's Friend Roy Jenson as Woody, Secretary Biker James McEachin