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Cowboy Red Ryder, a "peaceable man" whose flying fists often enforce law and order, accompanies a wagon train heading West. Also in the group are Red's aunt, Martha "The Duchess" Wentworth; Red's Indian ward, Little Beaver; scout Pop Dale and newlyweds Bob and Arlie Adams. Arlie appears perturbed when a stranger named Lunsford appears and asks to join the train, but Red allows him to tag along. Further along the trail, a mail rider is ambushed by some outlaws and is robbed of his mail pouches. Included is a letter from Red, addressed to real estate broker John Larkin, which details the travelers' intention to buy property in the small town of Desert Springs, Arizona. The outlaws' leader, Dave McKean, decides to take his men to Desert Springs, where they will rob the citizens after the newcomers have made their purchases. Upon their arrival, however, McKean and his men discover that the town is completely empty, and decide to impersonate the missing residents. When Red, Pop and Little Beaver arrive to arrange for lodgings, McKean pretends to be Larkin and introduces his men as other townspeople, including Sheriff John Brown, Judge James R. Worth and stable owner Tom Sutton. Red is taken in by the charade, and soon the wagon train members are ensconced in the local hotel. That night, Arlie is accosted by Lunsford, who, unknown to Bob, is a scurrilous reporter who concocted a story about Arlie's supposed romantic involvement with an outlaw. When Arlie sued Lunsford's newspaper over the libelous statement, she won a large settlement but has not told Bob, whom she met soon after. Arlie offers to pay Lunsford to keep silent, but when Bob enters the room, he and Lunsford are soon fighting. Red breaks up the quarrel, and supports Bob's demand that Lunsford leave town immediately. As Lunsford is passing the stables, however, he recognizes Butch, the McKean henchman who is pretending to be Sutton. Lunsford, who was Butch's prison cellmate, threatens to expose McKean's scheme if he is not given a share of the loot. The next night, Bob spots Lunsford on the street and goes down to shoot him, but cannot carry out his plan and drops his gun. The weapon goes off as it lands, and from the shadows, Tuttle, another of McKean's cohorts, shoots and kills Lunsford. Bob is arrested for the crime, but Red soon proves Bob's innocence by finding the bullet that killed Lunsford, which is a different caliber than Bob's handgun. Red is convinced that the sheriff is holding Bob to flush out the real culprit, but while in captivity, Bob learns that the sheriff, McKean and the others are criminals. Meanwhile, by comparing McKean's handwriting to that on a letter from Larkin, Red discovers that McKean is an impostor. When the sheriff stands up for McKean, Red deduces that the entire town is crooked and prepares the wagon train for departure. After the others are on their way, Red, Pop and Little Beaver double back to town, where they break Bob out of jail. They then ride to rescue the wagon train, which is being beseiged by the outlaws. After a fierce fight, Red and his friends prevail and the criminals are rounded up. When they take McKean's gang back to Desert Springs, Red and the others find the real townspeople, who have returned after pursuing news of a gold strike. Later, the wagon train members have settled down, and Red and Little Beaver watch as Bob carries Arlie over the threshold of their new home.