Following the demise of the legendary Dalton gang at the hands of federal marshal Sam Hughes (George Macready), Wild Bill Doolin (Randolph Scott) seeks refuge from his crimes by settling down and marrying Elaine Burton (Virginia Huston). However, his peaceful life is cut short when some of his old cohorts expose Doolin's past in order to force him to join them in leading a new outlaw band, the Doolins of Oklahoma.