Lydia Pepper is desperately lacking in self-confidence. She's smart and capable, but her low self-esteem makes her an easy target for those who would want to exploit her, including her boyfriend and her boss.

As the film opens her boyfriend dumps her and her boss takes off just seconds before FBI agents are about to arrest him for stock fraud. Lydia, as his personal secretary, is left holding the bag.

But before she can recover from those surprises, she gets word that her beloved grandfather, Joe Pepper, is dying. She is able to visit him briefly before he passes, and he tells her she's inheriting all he has.

Lydia thinks that all he has is the Bookmobile, a motor home converted into a mobile library that Joe used to drive all over the South, bringing free books to small towns.

On the night of Joe's funeral however, Lydia is attacked by Pete and rescued by Max, both former members of a Joe's old bank robbing gang. Max explains that their last job was 27 years ago, but Joe double crossed them, took all the money for himself, and they've been looking for him ever since. Max is certain that Lydia holds the key to finding the missing cash.

So, Max takes Lydia and the Bookmobile on a multi-state search for the money, while trying to avoid another run-in with Pete.

Complicating the search are two FBI agents: Nick and Scanlon. Nick, who is assigned to Lydia's boss's case, thinks she is either a witness in peril or a co-conspirator. Scanlon, a retired agent who spent his life trying to capture Joe's gang, is simply out for revenge.

All roads lead to a bird sanctuary in Kentucky, a run down motel in West Virginia, and back to where it all started: a bank job.