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Mary McCloud (Claire Trevor) marries a seemingly peaceful Kansas schoolteacher William Cantrell (Walter Pidgeon), before finding out that he harbors a dark secret. He is actually an outlaw leader who attacks both sides in the Civil War for his own profit. After capturing a wagon loaded with Confederate uniforms, he decides to pass himself off as a Confederate officer. Her naive, idealistic brother Fletcher (Roy Rogers) joins what he believes is a Rebel guerrilla force. Meanwhile, Cantrell's stern, but loving mother (Marjorie Main) refuses to accept any of her son's ill-gotten loot.
A former suitor of Mary's, Union supporter Bob Seton (John Wayne), is captured by Cantrell and scheduled for execution. After being rescued by a disillusioned Fletcher McCloud, Seton and Mary Cantrell race to the town of Lawrence (site of an actual infamous Quantrill-led massacre) to warn the residents of an impending attack by Cantrell's gang.
Cast
Claire Trevor as Mary McCloud
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John Wayne as Bob Seton
Walter Pidgeon as William "Will" Cantrell
Roy Rogers as Fletcher "Fletch" McCloud
George "Gabby" Hayes as Andrew "Doc" Grunch
Porter Hall as Angus McCloud
Marjorie Main as Mrs. Cantrell, aka Mrs. Adams
Raymond Walburn as Judge Buckner
Joe Sawyer as Bushropp (guerrilla)
Helen MacKellar as Mrs. Hale
J. Farrell MacDonald as Dave (gunrunner)
Trevor Bardette as Mr. Hale