 Hannah Brockway (Evelyn Keyes), daughter of the leading citizen of Prairie Dog, prosperous insurance man Nathan Brockway (Willard Robertson), is engaged to be married to Dr. Sam Martin (Willard Parker), but she meets and falls in love with Ben Dembrow (Larry Parks), the youngest son of outlaw leader Kirk Dembrow (Edgar Buchanan). Ben, unwilling to lead the life of his father and two brothers, Frank (Forrest Tucker) and Cash (Jim Bannon), has taken a new name, and he and Hannah are married. But the suspicions of the townspeople hound him and he is tried for a crime he did not commit. His father and brothers rescue him from the courtroom at gunpoint, and the disillusioned Ben joins his family, taking Hannah with him. Months of fleeing from the law, and the approaching birth of a child impels Hannah to send for Martin, who has never stopped loving her. Martin takes her back to her family home and the baby is born. But Ben kidnaps the child in an effort to make Hannah rejoin him, and Martin and Ben soon face a shoot-out against each other.