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During the mid-eighteenth century reign of George II, a famous and daring highwayman rides the English countryside, stealing from the rich and giving to the poor. The masked crusader's real identity is Lord Jeremy Northwood, a once prosperous nobleman who assumes the disguise of a Quaker and resides at the Sheaves Inn. His true love, the innkeeper's beautiful daughter Bess, secretly harbors the fugitive and his accomplice Robin. In a moment alone with Bess, Robin reminisces about his and Jeremy's childhood with Lady Ellen, noting that Jeremy was betrothed to Ellen, but when he was mistakenly reported dead during war, Ellen married another, the king's choice, Lord Douglas. Later, upon Lord Douglas' invitation, Jeremy, dressed as a Quaker, attends a gala ball at the Douglas estate. The elegant but distraught Ellen begs Jeremy to allow her to intervene on his behalf to Lord Walters, the king's minister, and have Jeremy returned to his rightful station. Meanwhile among the party guests, devious Lord Barton tells the kindly Lord Herbert that he, Barton, was sent back from the American colonies because he refused to institute Walters' abusive decrees. Herbert takes Barton into his confidence and explains that there is a revolt developing in the colonies to do away with debtors' prison and bondage slavery. Upon Herbert's invitation, Barton joins a band of fellow patriots in order to find the identity of Herbert's co-conspirators for Walters. Back at the inn, Bess shares her distress and jealousy about Ellen with the mute and mad stableman Tim, who secretly loves Bess. Later that evening Jeremy and Robin saddle up to rob gala guests and their first victim is Herbert, who, being a great fan of the highwayman, gladly hands over his money and promises to detain the king's men while Jeremy and Robin escape. However, when the king's men arrest Herbert instead, Jeremy and Robin decide they must save their new ally. Back at the Douglas estate Jeremy and Robin find Herbert is being tortured for the names of his co-conspirators and the two battle the king's men for their friend's release. Herbert dies from a gunshot wound but not before he tells Jeremy the names of the twelve allies. Jeremy and Robin flee, and Walters, now afraid that the co-conspirators will rise up against him in the House of Commons, issues orders to find and jail all the men that have spoken out against him. Back at the inn a poverty-stricken woman begs Bess for money, and Bess decides she will rob even if Jeremy has stopped because of his political plans. The driver of the coach she decides to rob, however, uses a whip to knock Bess' pistol from her hand and Jeremy laughs at her feeble attempt. Furious, Bess asks him to think of the people who need his help. Jeremy promises that if he does not accomplish his mission to bring his allies before the House of Lords, he will return to being a highwayman. Determined to free his allies, Jeremy sneaks into Walters' estate, holds him at sword's point and forces him to sign a blank document which Jeremy later uses to release his men. In his office, Walters incites Barton to crush the possible insurgency by killing the visiting Lord Oglethorpe, leader and friend of the poor. Barton then visits the Douglas estate and means to tell Douglas of the highwayman's true identity and his plan, but when he finds only Ellen at home, she promises to pass the news along immediately to her husband. True to her heart, Ellen instead goes to the inn and warns Jeremy. Upon seeing Ellen, Bess intuits that Jeremy will not return alive from his next mission but Jeremy assures her he will be back by moonlight. The next day, Oglethorpe arrives at the Douglas estate and Jeremy and Robin sneak into his room to warn him of the danger. As the three are about to escape, the king's men meet them and a sword fight ensues. Meanwhile at the inn, Tim, feeling Jeremy has betrayed Bess, tells the king's men the highwayman's identity and the king's men tie up Bess and wait for Jeremy's return. As Jeremy approaches the inn, Bess, wanting to signal Jeremy about the trap, uses the only gun within her reach, which is pointed at her chest, and shoots herself. Hearing the shot Jeremy stops short and flees but is found later by Robin, who brings him the blood-soaked lace of Bess' dress. Heartbroken and maddened with anger, Jeremy rides back to the inn, straight into the king's men's fire.