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After serving six years in prison, outlaw Ben Thompson, along with henchmen Bentley and Johnny, returns to a small town in the Arizona territory seeking vengeance against the marshals responsible for his arrest, Mark Fletcher and Clay Hardin. Upon learning that Thompson is in the saloon, Mark, unwilling to jeopardize Clay's new appointment as an Indian commissioner, tells him that he will deal with Thompson alone. Clay insists on accompanying him, but Mark assigns him to check the corral for other gunmen and heads alone to the saloon, where he is killed by a blast from Thompson's shotgun. Although Clay manages to kill Johnny, Thompson and Bentley escape. The next day, a remorseful Clay rejects the pleas of his fiancée Aletha to accept his new position and settle down into a quiet life. Determined to avenge Mark's death, Clay rides off with a shotgun in search of Thompson. Meanwhile Bentley, fearful that Clay will hunt them down, decides to part from the group and head for California, while Thompson plans to continue selling rifles to the Apache Indians with his other gang members, Perez and Greybar. Thompson double-crosses Bentley, however, and arranges for his Apache cohorts to stake him to the ground to die in a rattlesnake trap. Clay happens upon Bentley and frees him along with Abby, a saloon dancer who was traveling with him. Soon after, Bentley attempts to take Clay's shotgun and Clay is forced to kill him. That night, as they are camping, Abby explains to Clay that she met Bentley on her way to California, where she hopes to make a fresh start. Despite their antagonism and distrust of each other, Clay and Abby find themselves sharing a mutual attraction. Clay cannot help making a sarcastic remark about Abby's future in California after he kisses her, however, and she continues to hold a grudge against him. The following morning, Clay rescues bounty hunter Reb Carleton, a former acquaintance, who is being chased by Apaches. The money-hungry Reb is disappointed when Abby tells him that Bentley is dead, which means that he has lost the thousand-dollar bounty on him, but tells her that he intends to keep pursuing Thompson. That night, Thompson learns from an Apache that Bentley was killed by Clay, and plans to ambush him at a nearby relay station, to which he is certain Clay will travel. The next evening, after a hard ride, Clay, Abby and Reb make camp. When Reb insults Abby, he and Clay become involved in a long brawl in which Clay almost drowns Reb before Abby breaks up the fight. Reb then tells Abby that Clay resents him because a year earlier, Reb killed one of Clay's friends for the bounty on his head. Reb also reveals that Clay himself was once an outlaw, until he met and was reformed by Mark. Meanwhile, at the relay station, Thompson, Perez and Greybar overpower the station's employees, and then Thompson rides off to meet with the Apaches, leaving Perez and Greybar to kill Clay. Their ambush is thwarted when Clay, with Reb's help, kills the outlaws. The station employees tell Clay that they overheard that Thompson was headed for a meeting with the renegade Apache Delgadito, to whom he has been selling guns. Abby, who has fallen in love with Clay, asks him to forget her past and give her another chance, as Mark gave him. Clay does not believe Abby could accept a quiet life on his ranch, however, and leaves to exact revenge on Thompson. Meanwhile, at Delgadito's village, the Indian leader voices his concern that he will never be able to defeat his white opponents and may have to return to the reservation, but Thompson still offers him the rifles if he will help him to kill Clay. Soon after, Clay discovers that Abby and Reb have followed him. Clay again insists on going after Thompson alone, as he knows that Reb is only concerned with the bounty on Thompson. After he rides off, however, Clay hears gunshots as Reb and Abby are attacked by Thompson and Delgadito's men. Clay rushes back, but is too late to prevent Abby's capture and finds Reb mortally wounded, pinned to a tree by an arrow through his stomach. Reb apologizes to Clay for killing his old companion, and before Clay departs, asks him to leave him a gun, then commits suicide. Clay then boldly enters Delgadito's camp and finds Abby and Thompson. After Clay tells Delgadito he has no quarrel with him or his people, Delgadito, impressed by Clay's courage, orders him and Thompson to fight a duel with shotguns. During the duel, Thompson cheats, panics and tries to escape, but is killed, as a coward, by an Apache spear. Delgadito frees Abby and rides off with his men as Clay and Abby head for his ranch to begin a new life together.