Randolph Scott both co-produced and starred in this above average Western chronicling the career of one of the last of the legendary Western outlaws. When the Dalton gang is ambushed by U.S. Marshals, Bill Doolin (Scott), the last surviving member, forms his own group of bank robbers that includes Red Buck (Frank Fenton), Arkansas Tom Jones (Charles Kemper), and Bitter Creek (John Ireland). Although the gang is widely successful, things quickly heat up to a point where Doolin advises his men to lay low before reuniting after three months. Hiding out in a church in Claymore, Doolin is befriended by Deacon Burton (Griff Barnett), whose daughter, Elaine (Virginia Huston), he begins to court and eventually marries under the alias of Daley. But the past catches up with the former outlaw soon enough and he is forced to skip town. Resuming their illegal occupation, the Doolin gang is finally cornered in Ingalls, where Tulsa (Jock Mahoney) is killed and Arkansas captured. Doolin and surviving gang member Little Billy (Noah Beery Jr.) hide out at the former Daley homestead, where, to their surprise, Elaine has been patiently waiting for the return of her husband. Determined to leave his old life for good, Doolin plans to flee with Elaine to an unclaimed area between Kansas and Texas, but an old foe, Marshal Sam Hughes (George Macready), is waiting in the wings.