U. S. Marshal Red Skene is on the trail of two prison escapees who have joined up with Slim Sanglant, the meanest, toughest, and biggest sheepherder in Upamona. Working under cover as Utah's worst outlaw, Skene plans to join the gang, but his plans are changed when he has a run-in with Sanglant. Red helps his cousins, Fred and Jed Cadwell, with their gold mine in the High Uintahs where Sanglant's gang has been digging on the Cadwell claim. Skene meets and falls in love with Colleen Ryan. Rueben Graves, one of the outlaws, kills the storekeeper and the town thinks Red is mixed up in it. Red shows his badge and with his cousins takes on the Sanglant gang and a bountry hunter who tries to interfere.