Two professional hit men, Charlie (Lee Marvin) and Lee (Clu Gulager), enter a school for the blind and terrorize the principal until she reveals the whereabouts of a teacher, Johnny North (John Cassavetes). As the hitmen walk toward North's upstairs classroom, the teacher receives a phone call from the blind principal's aide, warning him of their arrival. However, a saddened Johnny responds, "It's okay. I know them." He calmly waits at his desk as Charlie and Lee enter the classroom and shoot him to death in a fusilade of bullets.
As they depart town by train, Charlie admits that he is bothered that North refused to flee, aware that he was warned prior to their arrival. Lee also notes that from the look on Johnny's face when they entered the classroom is that he wanted them to kill him. It is revealed here that both Charlie and Lee were annoymously sub-contracted by an unseen party to kill Johnny North. It is apparent that the hitmen's business is not to make any direct contact with their paying clients, or know their names, just the name of their hit. Charlie and Lee run through a file they were given of what they knew about the man they have just killed. Johnny was once a champion race car driver whose career ended in a violent crash. Four years before his death, he was involved in a one million dollar mail truck robbery. Tempted by the thought of a $1 million payday, Charlie and Lee travel to Miami in order to interview Johnny's former mechanic, Earl Sylvester (Claude Atkins).
Earl, who considers himself Johnny's only friend, is devastated to learn of his death. In between sobs and gulps of whiskey, he tells the story to Charlie and Lee as he remembers it:
Four years earlier. Johnny North was at the top of his profession when he met the beautiful Sheila Farr (Angie Dickinson) who asked him out to dinner. Despite Earl's suspicions, Johnny fell deeply in love and planned to propose marriage after winning his next big race. However, Johnny's late night days with Sheila had left him disoriented from lack of sleep. As a result, his racing career ended with a fiery crash.
At the hospital, Earl told Johnny the truth about Sheila, who was in reality the mistress of mob boss Jack Browning (Ronald Reagan). Known for her extravagent taste for "adrenellen junkies", Sheila had already cheated on Browning with several other sports figures, all of whom met bad ends (usually violent deaths or "accidents"). Enraged and heartbroken, Johnny rebuffed Sheila's attempts to explain and he cut his ties to her.
Flashing forward back to the present, the intrigued Charlie and Lee approach a former member of Browning's crew, named Mickey (Norman Fell), who also reveals his memories:
One year after the crash, Sheila found Johnny working as a pit mechanic during another race. Although Johnny bitterly attempted to drive her away, Sheila insisted on telling him that a much better job might soon be his for the taking.
Meanwhile, Browning was in the process of planning the robbery of a U.S. postal truck. On Sheila's recommendation, he agreed to take Johnny on as his getaway driver.
After Johnny refused to return her phone calls, Sheila called at his dilapidated tenement. Although Johnny still felt betrayed, Sheila said that she had always regretted losing him and could not live without him. Deeply moved, Johnny agreed to forgive her. He also helped Browning by souping up the getaway car.
However, Browning was deeply enraged when he learned that Sheila had returned to Johnny. In a deliberate provocation, Browning brutally slapped Sheila in front of Johnny. Enraged, Johnny instantly punched Browning in the face and threatened to kill him if he ever hurt Sheila again. However, they both agreed to "settle this," after the job, and went back to planning the robbery.
Ultimately, the mail truck was forced onto an isolated mountain road by a detour sign planted by Browning and Johnny. When the truck later stopped at an apparent accident, Browning, Johnny, and the other conspirators robbed the truck at gunpoint, stole more than $1 million, aned loaded it into the getaway car. However, Johnny punched Browning, threw him out of the moving car, and drove off with the money for himself.
Flashing back to the present, after listening to this story, Charlie and Lee decide to pay a visit to Jack Browning, who is now a real estate developer in Los Angeles. After arriving in L.A., Charlie and Lee pay a visit to Browning who denies knowing who they are when they ask about the mail truck robbery or if he knew Johnny North. Browning, however, insists that he is now an honest businessman and has no idea what happened to the money. He does, however, reveal that Sheila is staying at a downtown hotel and agrees to arrange a meeting with her.
Determined not to give Browning time to plan an ambush, Charlie and Lee arrive at Sheila's hotel room several hours earlier than agreed. At first Sheila denies knowing Johnny or anything about the money. However, Charlie and Lee brutally beat her and dangle her by the ankles out of her seventh story window. Terrified, she agrees to tell them the truth:
Flashing back to the night before the robbery, Sheila entered Johnny's room and told him that his life was in danger. Browning, she said, was planning to kill him and pocket his share of the robbery. Enraged, Johnny wanted to leave and kill Browning on the spot. Sheila, however, insisted that she had a much better idea. On her advice, Johnny threw Browning out of the car and drove off with the money. Later that night, he met with Sheila.
As the two lovers departed with the money to a nearby hotel room, they were confronted by Browning. Sheila ordered Browning to, "do it quickly," and the gangster shot Johnny in the stomach. Although severely wounded, Johnny fled into the night with Browning and Sheila in hot pursuit. Unable to find him, Sheila expressed fear that Johnny would cause as much trouble as his predecessors whom she duped into helping them with their plans. Therefore, it was Browning who annoymously hired Charlie and Lee to murder him.
As Sheila comes to the end of her story, Charlie realizes at last why Johnny refused to flee when they went to kill him. The only man who refuses to run is a man who considers himself to be already dead. Sheila's betrayal had already emtionally killed Johnny long before the bullets ever touched him. Johnny wanted to die (though it is unclear if he knew that Browning was behind the hit). Deciding that Browning deserves to be punished, Charlie and Lee decide to hold Sheila, his wife, for ransom.
However, as the three depart the hotel, Browning opens fire on them with a sniper rifle. Lee is killed instantly, while a wounded Charlie flees back into the hotel.
Meanwhile, at their suburban mansion, Browning and Sheila frantically prepare to escape with the money which they have hidden in their safe. Then, a dying Charlie storms through their front door.
At last revealing her sociopathic nature, Sheila frantically denies any role in Johnny's death, insisting that her husband alone was responsible. Browning maintains that it was not him who hired Charlie and Lee to kill Johnny, but it was Sheila. Charlie calmly shoots Browning dead and turns his revolver toward Sheila. When she again pleads for her life, Charlie snarls, "Lady, I don't have the time!" He kills Sheila with a single bullet and hobbles out the door. He falls dead on the lawn while still gripping the money.