A youthful vagrant, Billy Tabbs has been living on the streets for as long as he can remember, scratching out a pitiable existence in a city that doesn't much care if he lives or dies. Amid rumors that his kind are disappearing from the alleyways and the overpasses, Billy is recruited into a bizarre homeless sect living in the underbelly of high society. It is here where he meets Darrow - the mysterious and volatile leader of an organization committed to escalating acts of civil disobedience. However, as the group's actions turn violent and hypocritical, and the suspicious death of one member plunges the group into chaos, Billy must weigh the danger of his continued allegiance against the danger of breaking his solemn vow to Darrow.