I saw this movie many times when it first came out and always thought it was funny. When I found it at the Cary Library not long ago, I had to see it for old times sake. I still thought it was funny, although it wouldn’t make my top-ten list.

George Caldwell is traveling from Los Angeles to Chicago to attend his sister’s wedding. He takes the train because he wants to be bored. On the train he meets Hilly, the secretary for an art professor traveling to make a speech in Chicago. George and Hilly hit it off and return to her room. While making out with Hilly, George sees a man fall past the train window. Hilly convinces him it was a hallucination, and they spend the night together. In the morning, he sees a book by the professor and realizes it is the man he saw the night before. Hilly convinces George to visit the professor’s room and see for himself. When George gets there, he finds two thugs ransacking the room. One of them grabs George and throws him off the train.

George hikes across the prairie to a ranch where an old woman gives him a ride to town in her airplane. He arrives just in time to get on the train. He finds Hilly with another man, Devereau, and assumes he’s been replaced and that getting thrown off the train was just a mistake. Then George is contacted by Sweet, who reveals that he’s a federal agent on Devereau’s trail. Devereau’s been selling fake Rembrandt’s and the professor has just published a book that will discredit him. The Rembrandt letters back up the allegations. George realizes the letters are in the book he saw in Hilly’s room, which is now in his room. He and Sweet go there just as the train enters a tunnel. Somebody enters in the dark and shoots Sweet. A porter walks in and sees George with Sweet’s gun and assumes he’s the murderer. He runs and is seen by the thug who threw him off the train earlier. He manages to shoot the thug, but falls off the train in the process.

In a small town, he has trouble convincing the sheriff to stop the trail. When the sheriff gets a call to watch for George, George grabs his gun and his car and takes off. Grover, a thief, handcuffed in the backseat, helps George break through the roadblocks and steal another car. They travel to Kansas City and get on the train again. They confront Devereau, but his thugs get the drop on them and Grover and George have to jump off the train again. They meet a federal agent who knows the story and he takes them to where the train has been stopped. The passengers get off, but Devereau manages to take off again. He shoots the engineer and weighs down the pedal, then gets shot himself. Hilly, Grover and George are stuck on the runaway train. They disengage the engine just in time and see it crash into the Chicago station.

I didn’t find Pryor’s shtick as funny as I used to, but Wilder was very good and Clayburgh was appealing if a bit too forward at the beginning and passive the rest of the way. The plot was good. Having George get thrown off the train repeatedly was funny. I recognized a lot of the bit players. The movie has held up over time and a lot of viewings.