When the Daltons are killed at Coffeyville, gang member Bill Doolin, arriving late, escapes but kills a man. Now wanted for murder, he becomes the leader of the Doolin gang. He eventually leaves the gang and tries to start a new life under a new name, but the old gang members appear and his true identity becomes known. Once again he becomes an outlaw trying to escape from the law.
Randolph Scott
as Bill Doolin / Bill Daley
George Macready
as Marshal Sam Hughes
Louise Allbritton
as Rose of Cimarron
John Ireland
as Bitter Creek
Noah Beery Jr.
as Little Bill / Joe Smith
Virginia Huston
as Elaine Burton
Charles Kemper
as Thomas 'Arkansas' Jones
Dona Drake
as Cattle Annie
Robert Barrat
as Marshal Heck Thomas
Lee Patrick
as Melissa Price
Griff Barnett
as Deacon Burton
Frank Fenton
as George Wakeman / Red Buck
