In 1863, a sheriff named Steve Upton (Randolph Scott) tries to keep the law in Red Valley, a small town in Utah. While he's away, the bank is robbed. The holdup was secretly masterminded by corrupt banker Stanley Clayton and the livery stable's boss, "Uncle Willie" McLeod, with the help of ruthless gunman Jack Lester, who shoots three innocent men.
Cheyenne Rogers rides to town. At the stable, Allison McLeod, daughter of Uncle Willie, recognizes the horse as one belonging to Steve. As the stranger goes to the saloon for a drink, Allison rides out to find Steve, whose mount was stolen on the trail.
"The Countess," who runs gambling at the saloon, is in love with Cheyenne, who was hired to help rob the bank but arrived too late. She blames herself for steering Cheyenne toward crime in the first place. Cheyenne finds a legitimate job, breaking broncos at a ranch.
Steve returns to town and is glad to see Cheyenne, an old friend. Lester turns the town against Cheyenne, revealing his outlaw past, and then his sidekick Nitro pulls off another robbery of the bank. A posse rounds up Cheyenne and Nitro and a judge sentences them to hang. But they are sprung from jail by Steve, who is then placed behind bars himself.
Alison goes to the Countess to beg for her help. She does, even though Cheyenne now loves Allison instead of her. Cheyenne slips a gun to Steve through a jailhouse window, and together they set about making things right. Uncle Willie, feeling guilt about his part in the robbery, ends up shooting Clayton in a gunfight. Allison is wed to Cheyenne while her father goes off to jail.
At one point while a heavily armed group of bad guys is waiting for Cheyenne to show up and rescue Steve one of the men remarks that when he does arrive, Cheyenne will think that he rode into "Custer's Last Stand." In reality, the Battle of the Little Big Horn does not take place for more that a dozen years after the film's 1863 setting.Randolph Scott as Sheriff Steve Upton
Claire Trevor as Countess Maletta
Glenn Ford as Cheyenne Rogers
Evelyn Keyes as Allison McLeod
Edgar Buchanan as Uncle Willie McLeod
Guinn 'Big Boy' Williams as Nitro Rankin
Raymond Walburn as Judge Cameron
Porter Hall as Banker Clanton
Slim Whitaker as Tolliver (uncredited)
Joan Woodbury as Sundown (uncredited)
The assistant director was Budd Boetticher, then using his real name, Oscar Boetticher, Jr. It was on this film that he met Scott and producer Brown. Fourteen years later, they would all reteam at Columbia to make the series of westerns known as the Ranown cycle (Ranown being a portmanteau of RANdolph and BrOWN).
Parts of the film were shot in Johnson Canyon, Kanab Canyon, the Gap, and Paria, Utah.