Having been falsely court marshaled for cowardice and sentenced to prison by the Army, Jed Kilton escapes and heads to Nevada Springs to see his kid brother. There he meets his old school friend Sam Ballou. But the two old friends soon find themselves on opposite sides and Sam has Jed arrested. Then when Jed's young brother sees one of Sam's men kill another man, the boy becomes Sam's intended victim.
Richard Arlen
as Capt. Jed Kilton
Jane Frazee
as Chiquita McSweeney
Robert Livingston
as Sam Ballou
George 'Gabby' Hayes
as Hap Selby
Lynne Roberts
as Judy Parker
J.M. Kerrigan
as 'Judge' Jasper Kincaid
Bobby Driscoll
as Spud Kilton
Russell Simpson
as Adam Parker
Frank Reicher
as Dr. Ballou
Roy Barcroft
as Sheriff Dan Pendleton
Monte Hale
as The Singer
