Ex-Marshal Bob Stuart and his new wife are among three wagons joining Chris Hale's wagon train. Scout Cooper Smith is assigned to escort the new wagons to join up with the main train but there is blood, bad blood, between the scout and the ex-lawman. Entering the mix are old friends from Cooper Smith's past who also have an ax to grind against Bob Stuart. Two of the men are brothers and the younger one is mentally disabled after he was hit over the head by Stuart with a shotgun. They ask Coop about temporary jobs on the wagon train at it travels through some tough country. After explaining they would have to put aside their grudge with Stuart and them agreeing he hires them which Chris okays. Coop soon becomes caught in between the man he was and the man he's become as his friends set out to destroy Bob Stuart and anyone who gets in the way.