In this western, two cowboys ride to the rescue of ranchers who are fighting to keep a land-grabber from taking their land and selling it to the railroad

Dusty Gardner, and other Texas ranchers, are driving a herd of cattle to Abilene, Kansas along the Chisholm Trail. Desperate need of water takes them to the Turner ranch, where Belle Turner demands exorbitant prices for the water. Dusty learns that Belle is also trying to oust Mary Lee and Montana Smith from the trading post Mary operates. The sheriff sides with Belle following a fight between the two women. Belle knows there is artesian springs under the land the trading post occupies and intends to get the property by any means.

Bill Ralston arrives in town planning to settle down but quickly gets caught up in the fight between the townspeople and Poe Daggett and his gang. He takes the job of town Marshal and soon brings law and order. When Daggetts men ambush him he kills Poe's brother. Poe then kills Bill's friend Brant and this leads to the showdown.

A boozy former veterinarian and a teenage orphan team together with dreams of entering a broken-down horse in the big race.