Anarene, TX is a dying town. The economy is a bust, the pond has no fish, and the local movie house will shutter after a final screening of Red River. As high school footballers Sonny (Timothy Bottoms) and Duane (Jeff Bridges) chase the local beauty (Cybill Shepherd, in her screen debut) and prepare for adult life, they must weigh the familiarity of home and the limits of its horizons.