Audie Murphy plays a young Jesse James falling under the Svengali-like spell of the outlaw William Quantrill, played by Brian Donlevy. Jesse and his youthful gang join the rebels to avenge the death of his parents only to become disillusioned with the senseless violence and looting of innocent civilians. Goaded by Quantrill's girl to leave, Jesse vacillates until the Yankess close in. Quantrill forces Jesse to leave and faces the Yankess gunfire alone. Jesse rides off with his gang and the rest is history.