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As a San Francisco-bound stagecoach makes a water stop at the small ghost town of Mesa, its driver and passengers Louis Middleton, Julie, Ben Avery and Sam Denton are taken hostage by a gang of outlaws headed by "Papa" Clellan. Clellan and his men ransack the stagecoach, then take their hostages to the saloon. A short time later, John Trey, who is alone and unarmed, rides into town and is also taken hostage. The gang members, who intend to ambush a U.S. Cavalry-escorted gold shipment in a canyon just outside town, worry that they do not have enough men to guard the hostages and take the gold, but Clellan says that they will kill the hostages. While Clellan and his men discuss going to Mexico after the robbery, Middleton attempts an escape but is wounded. While Julie tends to Middleton's wounds, Clellan boasts of his ambush plan, then leaves the hostages for the night. Later, after Trey has skillfully removed the bullet from Middleton's arm and the others drift off to sleep, Julie and Trey talk and are drawn to each other. In the middle of the night, Trey seeks out Clellan and offers to guide the gang through the treacherous terrain of Mexico in exchange for releasing the others. After Trey assures Clellan that he is familiar with the terrain because, as a former member of a circus, he traveled there extensively, Clellan agrees to his terms. Back in the saloon, Middleton revives and awakens the stage driver. As they had earlier arranged, the pair attempt to escape but are caught and killed by Clellan. After forcing the other passengers to dig Middleton and the driver's graves, Clellan asks Trey for advice on supplies for their rugged trip. Trey declares that because Clellan broke his promise to spare the others, their bargain is also broken, but when Clellan threatens to allow his men to attack Julie, Trey backs down. To ensure Trey's continued cooperation, Clellan says that Julie will accompany them to Mexico, along with his gang members, Simmons, Bear, Duncan, Crandall, Brown and Marsh. The next day, Clellan allows Trey and Julie to go for a walk in the hills while guarded by Simmons. On the walk, Trey reveals to Julie that he had been part of a circus sharpshooting act, but since the accidental killing of his partner, he no longer carries a gun. Despite her growing feelings for Trey, Julie disapproves of his fear of guns. Later, Trey asks Clellan to leave Julie behind, then saves Clellan from a snake attack. Unused to kindness, Clellan is suspicious, but the men's discussion is interrupted by a scream from Julie, who has been attacked by Bear. Clellan breaks up the subsequent fistfight between Trey and Bear, suggesting that they go into town and have a "proper" fight in the street. The men agree and have a violent fight, during which Trey breaks Bear's leg, prompting Clellan to shoot Bear, telling the others he did it to spare Bear more pain. Stunned by Clellan's callousness, the remaining outlaws react uneasily. Clellan then orders Brown and Marsh to a distant town to get the supplies that Trey has said they need for the trip. Julie apologizes to Trey for earlier doubting his courage, then expresses her happiness at going to Mexico with him. After she discovers from Clellan that he has agreed to leave her behind at Trey's request, Julie responds angrily, dismayed that Trey does not seem to share her romantic feelings. In her frustration, Julie attempts to convince the outlaws that Clellan will betray them to keep the gold himself. The suspicious men confront Clellan, who reassures them that he has spotted the cavalry wagon train several miles in the distance and estimates that they will reach the Mesa watering hole the next day. That evening, the hostages are guarded by Simmons, whom Trey talks into drinking some of Avery's whiskey. Simmons soon passes out, allowing Trey to escape, but he is caught on the road by the returning Marsh and Brown. The next day, Clellan leaves Crandall to guard the hostages in the saloon while he and the others head toward the pass and prepare their ambush. Determined to prevent the holdup, Trey creates a diversion, then attacks Crandall. During their struggle, Crandall shoots wildly, firing a bullet that wounds Julie in the arm. Before Trey and the others can subdue Crandall, he kills Denton. Trey then orders Julie to fire Crandall's rifle to warn the approaching cavalrymen. Julie's warning shots stop the cavalry, but as they are near the pass, Clellan proceeds with the attack. After Brown and Marsh are killed, Simmons convinces Duncan to flee as they stand no chance to succeed. Clellan attempts to go with them but is shot in the back. When Clellan realizes that Simmons and Duncan are abandoning him, he shoots and kills Duncan, then is himself shot by Simmons. Simmons then goes back to town and, looking through the saloon window, sees that Crandall has been overcome and hurries to the stable to escape. Seeing Simmons at the window, Trey takes Crandall's pistol and follows him. Believing that Trey is afraid to shoot, Simmons taunts him, but Trey shoots and kills Simmons. When the cavalry arrives in Mesa, they offer Avery, Trey and Julie an escort to California, but Trey and Julie declare their intention to go off together.