Pierce (Bruce Cabot) defrauded Taw Jackson (John Wayne) shot and put him in prison for several years. Taw is out on parole. Taw plans to rob an armored-plated coach loaded with half million in gold and gatling guns belonging to Pierce. For $100,000.00 Lomax (Kirk Douglas) who has been hired to kill Taw is won over to Taw's side. Taw has a few friends that are going to help. A crafty Indian, Levi Walking Bear (Howard Keel), a young drunk who's real good with explosives, Billy Hyatt (Robert Walker), an old thief Wes Catlin (Keenan Wynn) and his 18 year old wife Kate (Valora Nolan).