During America’s Civil War, Union spies steal engineer Johnny Gray's beloved locomotive, 'The General'—with Johnnie's lady love aboard an attached boxcar—and he single-handedly must do all in his power to both get The General back and to rescue Annabelle.

Musty gets a job in a grocery store. Through a series of very bad encounters with various customers it becomes clear he is ill-suited to the job and ultimately he goes his own way.