The mysterious Mrs. Eleanor Carter moves to Springville with her two teenage children Jimmy and Cathy. Eleanor makes friends with the town's social leader Mrs. Wellington, who supports her idea for a town youth center, and she is aided by Tom Griffith, the high school principal. At the town's annual picnic, to which Eleanor has bought a band, the town busy-body Eunice reveals what she had learned from Eleanor's past.

An authoritarian rancher rules an Arizona county with her private posse of hired guns. When a new Marshall arrives to set things straight, the cattle queen finds herself falling for the avowedly non-violent lawman. Both have itchy-fingered brothers, a female gunman enters the picture, and things go desperately wrong.