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During the Civil War, Texas Ranger Todd Croyden is assigned to sneak Yankee spy Whitney Randolph out of a Confederate army camp. Although he dislikes Yankees, Croyden accomplishes his mission and brings Randolph to the home of Texas Governor Lubbock as ordered. Lubbock then explains that France is planning to take over Mexico, and although Mexican general Juarez is attempting to fight the invasion, he has limited resources, as many American shipments of munitions intended for Juarez have been hijacked in Corales. Brooks, the first undercover scout sent to Corales, has not been heard from. Lubbock assigns Croyden to guide Randolph to Corales to determine who is stealing the munitions. Croyden agrees to the mission out of loyalty to Texas, but is surly to Randolph on their journey, especially after Randolph, a cardsharp, wins Croyden's harmonica, belt and horse in a card game. After crossing the Rio Grande River, they are stopped at gunpoint by a beautiful and refined woman named Madeline Danzeeger, whose wagon has become stuck. After she determines that they are not bandits, Randolph and Croyden free her wagon, which carries several heavy crates. Upon arriving in Corales, Randolph and Croyden make contact with a bootmaker, Roberto, who warns them that Brooks was brutally murdered. He also tells them that a cashiered German officer named Basil Danzeeger has formed his own private army under the auspices of Juarez, and has hired Mexican general Liguras to lead them, and is paying his soldiers handsomely. When Roberto takes Randolph and Croyden to the grave in which he buried Brooks, he reveals his suspicions that Liguras has been misled by Danzeeger about Juarez's involvement. Croyden, who uses a pseudonym, encounters Madeleine with Danzeeger, and assumes that he is her father. He hires on at Danzeeger's ranch, but Red Hyatt, the suspicious foreman, vaguely recalls Croyden from somewhere. Randolph, meanwhile, gains entry to Liguras' camp by bribing the Mexican guards with shoes. Croyden feigns disinterest in Danzeeger's business, but late one night, Madeline warns him that he is in danger and may meet the same fate as Brooks. Croyden has fallen in love with Madeline, and she responds ardently to his kiss. The next day, Roberto secretly informs Croyden that Randolph is missing. That night, when Croyden infiltrates Danzeeger's secret storeroom, he finds a cache of French arms and gunpowder, and the army's stolen munitions. Hyatt catches Croyden in the storeroom and remembers that he is a Texas Ranger, but Croyden knocks him out. Madeline helps Croyden escape, urging him not to return to save his life. Later, at Liguras' camp, Croyden finds Randolph living luxuriously, and forces him to tell Liguras that Danzeeger is working for the French government, and plans to use him as a foil for the American army. Liguras demands proof, so Croyden and Randolph return to Danzeeger's ranch, and set fire to the storehouse. While Danzeeger's men are distracted by the fire, Croyden finds Danzeeger's written commission from the French military. Unable to resist seeing Madeline, Croyden urges her to leave with him, but she confesses that she is Danzeeger's wife, not his daughter, and holds Croyden at gunpoint. Madeline turns Croyden over to Danzeeger on the promise that Croyden will not be harmed. Danzeeger's word proves worthless, however, as he instructs Hyatt to tie Croyden between two wild horses. As the horses gallop away, Randolph rides up and cuts him loose, but the horses continue their speedy gallop, and Randolph falls over a cliff. Severely battered and paralyzed, Randolph gives Croyden his guns to continue the fight, but steals one back with which to take his own life. A bedraggled Croyden then returns to Danzeeger's ranch, where he is awaited by Liguras. When Madeline realizes that Danzeeger went back on his word, she confirms that she and Danzeeger are working for the French government. Danzeeger shoots Madeline and escapes. After seeing that Madeline is aided, Croyden and Liguras track Danzeeger to a peak. Although Croyden lights a fire at the base of the hill to draw him out, Liguras clambers through the flames after Danzeeger, and the men kill each other. The next morning, only burning embers remain. His mission accomplished, Croyden returns to the ranch, where he finds Madeline recuperating.