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In the 1890's four desperadoes headed by Luke Santee attempt to free Luke's younger brother from the Arizona Territorial Prison. When the break is thwarted by Cain, a man serving 18 years for the killing of a marshal, Luke vows revenge on Cain. After his release from prison, Cain finds that there is no place in the new, less violent West for professional gunfighters. Refusing an offer to appear as a sharpshooter in a traveling sideshow owned by Ruffalo, Cain takes a job driving a supply wagon but is ambushed by the Santee gang, beaten up, and left for dead in a ghost town. After being nursed back to health by Monica Alton, an artist from the East, he reluctantly signs on with Ruffalo and is billed as "Killer" Cain, the outlaw with 12 notches in his gun. Now he finds that he has incurred the angry jealousy of young Billy Eager, the former star of the show. Bothered by Billy's attempts to provoke a gunfight and annoyed when his old enemy Linus Carson tries to make him draw his gun, Cain leaves the show, encounters Monica at a rundown ranch, and stays to help her fix up the place. Meanwhile, Billy Eager goes berserk and murders Ruffalo but is himself killed by Luke Santee. After aiding in the apprehension of Luke, Cain marries Monica and settles down to raise cattle on their ranch. A short time later, lawyer Rafe Karma appears, opens a briefcase, pulls out a gun and kills Cain, claiming that, years before, Cain had killed his father.