The strikingly lovely Meg Foster and baby-faced, shaggy-haired Michael Burns are a flighty, wide-eyed, free'n'easy hippie couple who encounter a stunningly twisted array of distinctly all-American grotesque characters during their aimless trek across the United States in this compellingly groovy "Easy Rider"-inspired early 70's road movie curio. Foster and Burns make for likable leads, with the underrated and always captivating Foster particularly fine in a rare starring role (Foster basically reprised the character in the oddball cannibal horror outing "Welcome to Arrow Beach"). Bruce Dern contributes a stand-out scary cameo as a jittery, switchblade-wielding psycho motorist in a yellow hot rod; Joyce Van Patten likewise turns in a marvelously hideous portrayal of a bitter, smugly square and shockingly venomous suburbanite harridan mother from hell; Mariana Hill and Burke Burns are alarmingly gross and vulgar as a loud, trampy white trash wife and her boozy, insecure macho jerk husband, and "Hill Street Blues" TV series regular Michael Conrad is solid as a burly, scruffy, friendly, but horny truck driver who gives our wandering twosome a ride into San Francisco.<br /><br />Quentin Masters' spare, sharply observant direction wisely avoids the usual stylistic overkill excesses which mar many counterculture films made at the time, opting instead for a more timeless, largely unadorned and plainly naturalistic style which has dated pretty well. Don Mitchell's episodic, yet coherent script conveys a series of vividly realized, colorful and engrossing vignettes with topmost clarity and acuity, perceptively nailing the rampant hedonism, moral permissiveness, Nixon-era unease and paranoia, corrupting and erosion of flower child ideals, mass disillusionment, and intense spiritual malaise which defined the early 70's. Harry Stradling, Jr.'s dewy, golden-hued cinematography gives the picture a sunny, beautifully lyrical look while the soundtrack boasts plenty of nicely harmonic and flavorsome folk ballads. The carefree tone darkens as the film leisurely progresses towards its hauntingly downbeat conclusion, thus ending things on a startling note of grim self-discovery. An admittedly passé, but still intriguing period piece.