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For 14-year old Walter (Haley Joel Osment), the thought of spending summer with his two crazy old great uncles on their farm in rural Texas fills him with dread. Eccentric and gruff, Hub and Garth McCann (Robert Duvall and Michael Caine) are rumoured to have been bank robbers, mafia hit men and war criminals in their younger days. However, this summer Walter finds the truth of how the two unlikely heroes lived an adventure most people only dream of.