Gene Autry hunts bank robbers Al Bartlett and Trot Lucas with his old friend Mike. Bartlett to throw off his pursuers kills Trot and his own brother. When Kitty Bartlett comes to town claiming to be the slain Bartlett's widow Gene has to save her from the irate townspeople who are not aware that her name isn't Bartlett but she really is the daughter of a law officer slain by Al Bartlett. Ben Luder a local hood tricks Bartlett back into town by saying he has to fixed to have Doc Larry Taylor do plastic surgery on him. En route they meet Doc and his assistant Helen Ellis and Ben's ruse is exposed. Bartlett kills Ben and forces Doc to drive him to the railroad. Gene in a fight atop a runaway train captures Bartlett.